Blue Blur In Equestria
by D.K.N
Summary: Shortly after defeating the Black Arms, an incident with Tails' new invention tosses Sonic across the realms and into Equestria. There, he discovers that this world will soon need his help. Rated T for violence and language.
1. Arrival

Well, here comes another fic, produced concurrently with _Teana's Travels Book 5 _(and, depending on various circumstances, perhaps _6 _as well).

The rest of the chapters of this fic will be longer; this is, essentially, the prologue/introduction, and will thus be shorter.

DISCLAIMERS:

_Sonic the Hedgehog _is the creation and property of SEGA

_My Little Pony: Friendship is Magic_ is the property of Hasbro and creation of the great Lauren Faust

I do not own either of these magnificent franchises and am making no money off of this fic

**-**_**FIC START**_**-**

"You've really outdone yourself this time, Tails."

"Well, we've all personally experienced hard evidence that there are other realms out there, Sonic. But with this, we should be able to actually make contact with whoever's in those realms."

"…And we have a way to close the connection real fast in case whoever we chat with turns out to not be as friendly as we hoped?"

"Of course we do. I just have to punch in the code – "S-T-K" – and the connection closes."

"S-T-K… Me, you, and Knuckles, I'm assuming?"

"…How'd you know?"

"Lucky guess"

Tails walked over to the control panel for his newest invention. Within it sat the Fake Chaos Emerald he'd made back during the incident involving the Space Colony ARK. While nowhere near as powerful as a true Chaos Emerald, the artificial one could provide more than enough power to supply the device, which Tails was calling the "Trans-Planar Communication Console".

"Well," Sonic said as he walked up to the comm. terminal, "let's fire this thing up and see who's in the mood to talk!"

"Gotcha, Sonic"

The two-tailed _kitsune _shot his older-brother figure a thumbs-up, and then turned his attention to the console. He keyed in a series of commands, and after several seconds the dimensional rift in the center of the machine came alive, and the terminal in front of Sonic lit up, displaying technical data. Sonic looked at the rift, a swirling energy thingy that was presently a pale blue with hints of dull purple. Suddenly, the rift swelled from half the width of Sonic's head up to twice the size of his body. Worse, there was a light breeze, air being drawn toward the hole.

"Uh, Tails?" Sonic asked, not letting his tiny hint of nervousness show. "Is it supposed to be doing that?"

"No, it isn't!" Tails replied. "It's supposed to let through communication and nothing else! And it's _definitely _not supposed to be pulling anything _in_!"

Sonic then felt as the two Chaos Emeralds he had stored in ethereal form within himself resonate with power.

"Uh, Tails, old buddy? The two Chaos Emeralds I've got are reacting to WHOAH!-!-!-!"

Sonic was now inexplicably being drawn toward the portal, even though nothing else in the room was. He was now barely holding on with one hand to the terminal.

"The controls aren't responding to the shutdown code!" Tails shouted.

"A little help would be nice, Tails!"

Tails rushed over to Sonic, reaching out a hand to grab hold of Sonic's wrist… and arrived there half a second too late, as Sonic lost his grip and was instantly sucked into and through the portal, which then collapsed. The workshop was very quiet, as Tails stood still, hand still outstretched.

"…Well…" Tails muttered to himself, in a bit of a daze. "At least the readings showed that the other side was habitable…"

He then numbly walked back over to the machine, starting to dig through the data and try to find out what had happened.

**-**_**SCENE BREAK**_**-**

Sonic had decided that hurtling through the space between spaces, while not exactly what he would call pleasant, was not by a long shot the most horrible thing he'd ever experienced. The occasional swirling lights, a feeling of constant motion… he was a tad bored, actually. He saw occasional glimpses of other things as he went – a spaceship shaped like an egg, what looked like a giant tuning fork, a blue police call-box – but for the most part not much happened.

Finally, though, after about 10 minutes of this, he felt a sudden lurching motion, and everything went white. He held a hand to his face, thus figuring out that his vision hadn't given out on him; everything else was simply a bright white, all around him in every direction. Another flash, and everything became a swirling, tumbling mix of sky-blue, brown, and green. Sonic quickly realized that he was, in fact, falling through the air, and the ground was getting closer pretty quick. He rolled into a ball, and allowed himself to bounce off the ground several times before settling down. He uncurled himself, and looked around.

He was in the middle of a grassy field; in the distance in one direction, he could see the edge of a massive, dark forest; near the forest was what looked like a nice little town. There were several impressive mountains nearby, and a city was built into the side of the tallest one.

"Huh… So I'm in another world, I guess…"

After dusting himself off and stretching out, he took off in the direction of the town, cruising at a leisurely 150 miles per hour. As he neared the town, however, he heard something quite interesting coming from closer to the forest: roars and growls, accompanied by screams of fear and battle cries, both of the latter distinctly feminine. Changing course, he doubled speed and took off toward the source of the sound.

**-**_**SCENE BREAK**_**-**

Twilight Sparkle used her magic to wield an uprooted tree as a club, smacking away three of the shadowy things attacking them. She, Spike, and the girls had come out here to have a nice little picnic a little ways from Fluttershy's house on the edge of the Everfree Forest, and they'd suddenly been attacked by these creatures – thin, black and purple, with red slit-pupiled eyes and large claws. She'd read about them: Shadow Slashers, creatures of darkness that liked to live where wild magic congregated. Apparently, this pack lived within Everfree Forest, and by chance the group of seven and the pack had, while both moving in different directions, came close enough to each other that the creatures detected them. These things, self-sustaining creations of some long-dead dark mage and capable of some bizarre form of asexual reproduction that required the life-force of ponies or wellsprings of wild magic, were notoriously vicious, so much that Celestia had led several cullings of their numbers over the centuries. Yet they never seemed to completely die out, no matter how many were destroyed.

A blast of green fire from Spike hit a Shadow Slasher in the chest. It hissed, wounded but not enough to destroy it, and lashed out at Spike with its claws. Spike leapt backward, barely dodging the hit. The wounded Slasher was then hit by a flying double-kick to the back by Rainbow Dash, who then put all of her considerable force into a stomp onto the thing's upper back. It screeched and then burst into black particles, destroyed. About a dozen feet away, Rarity stood next to Fluttershy, blasting the creatures with magically-accelerated stones as projectiles. Applejack was easily strong enough to one-hit-kill any Shadow Slasher she hit, but she was slower and weaker than normal today; her body still hadn't recovered from her recent sleep deprivation and exhaustion from her ill-fated one-girl-harvest attempt. However, Pinkie was covering her, taking some of the load off of the cowgirl's shoulders.

Unfortunately, one of the Shadow Slashers got past Pinkie and went for Applejack, who was busy fending off another one. She turned her head just in time to see a shadowy claw coming toward her… and the Shadow Slasher being impacted by a blue blur moving at speed to match Rainbow Dash's. The ponies (and dragon) and the Shadow Slashers paused as they took in this new arrival.

"You okay?" the blue biped said to Applejack.

"Y-Yeah" the mare replied. "Still a little slow on the uptake after workin' myself half to death a few days ago. …Who the heck are you?"

"Is he some kind of alien here to observe our world?" Spike asked.

"Or maybe he's a unique and mysterious hero-creature come to test the ponies of the world!" Pinkie said.

"Nothin' like that" he replied. "What you see is what you get; just a guy who loves adventure! I'm Sonic! Sonic the Hedgehog!"

"A… hedgehog?" Fluttershy asked. "You don't look like any hedgehog I've ever seen."

"Well, they're probably different here; where I come from, ponies like you girls aren't even sentient beings, and dragons, pegasi, and unicorns don't exist at all except in fairy tales. I'm from another universe. My little inventor friend was trying out a new invention that would let him talk to other beings in other realms, and I was helping him test it out. But somethin' went screwy, and it sucked me through and spat me out here. But no matter the universe, one thing doesn't change…"

He turned to look at the 13 Shadow Slashers, who had regrouped and were trying to decide whether or not to attack the newcomer.

"If someone needs help, there's no way I can just stand by and watch."

Before anyone could say anything, the Shadow Slasher Alpha – nearly twice the size of the standard Slashers – roared, and it and its pack charged. In a flash, Sonic and Rainbow Dash shot toward them, hitting the closest two with a Homing Attack and a two-forehoof strike, respectively, destroying both.

"Come on, Skinnies!" Sonic shouted. "Come and see what it's like to get beat down by the fastest thing on two legs!"

"And the fastest thing on _four_!" Dash added in.

A Shadow Slasher was about to rush at Dash, only for a spear/spike of rock – glowing faintly with Rarity's bluish magical aura – to jut out from the ground beneath it, skewering it. Another went for Applejack, only to be blindsided by Twilight's improvised club, smashing it away and crushing its chest. Spike dodge-rolled underneath one, slashing out at its ankles with his claws. The creature screeched and knelt down on its injured legs, allowing Spike to blast it in the face with a bolt of green fire, taking it out.

Rainbow Dash took down her third Shadow Slasher, bringing it down to five. She looked… and saw that Sonic had taken down three as well, and was now engaging the Alpha. He flitted about, dodging its attacks and dealing return strikes with strength unbecoming of his size and frame, sending the monster reeling. He leapt back, and then struck it in the center of the chest with a Homing Attack, knocking it onto its back. He then leapt high, curled into a ball, and came down hard onto the Alpha's upper torso, impacting with enough force to destroy it.

The last Shadow Slasher had somehow managed to slip past everyone. It leapt at Fluttershy… and was speared through the chest by a thin beam of golden light. It dissolved into darkness-particles before it could hit the ground. Everyone looked over to where the beam of light came from, to see…

"Princess!"

Even Sonic gave a quick, gracious bow to the regal figure walking up to the group. Celestia looked around, checking on each of the group, and then focused her sight on Sonic.

"Who might you be?" she asked.

"His name's Sonic the Hedgehog" Pinkie cut in. "He says his friend back in his universe was working on a machine to let them talk to beings in other universes, but something went haywire and sucked Sonic up and spat him out here in our world."

"He assisted us in dealing with the Shadow Slashers" Twilight said. "He even saved Applejack."

"Not that I'd normally _need _savin'," the orange-furred girl added in, "but I still ain't recovered from pushing myself _way _too hard a couple 'a days ago."

"In that case, thank you for helping my student and her friends, Mr. Sonic."

"Just Sonic, ma'am" the blue hedgehog replied. "I don't like formalities."

"Neither do I" Celestia said. "But as a Princess, I'm somewhat forced to apply to them more often than not. Ugh, the stories I could tell you about some of the stuck-up… Ah, but I'm getting ahead of myself."

"Um, Sonic" Twilight asked. "I'm sensing what feels like a powerful magical artifact in you. …Actually, two of them."

Sonic nodded and held out his hand. Magical energy stored in his body coalesced into a large, blue gem.

"This is a Chaos Emerald" he said.

"I can sense a considerable amount of power in it" Celestia said. "On par with an Element of Harmony…"

"The Chaos Emeralds contain great and varied power" Sonic continued. "They contain and provide enormous amounts of energy. When someone who has learned how to attune themselves to an Emerald's energy signature gets a hold of one, they can access the Emeralds' power. With just one Chaos Emerald, the user can temporarily freeze time for everyone except themselves and anyone physically touching them. Someone using an Emerald can also use it to teleport, and to shoot out blasts of raw magical energy to harm enemies."

He called forth his other Emerald, a green one.

"The Emeralds can also heal the user and others. One Emerald can heal wounds that would leave someone hospitalized for days. If you have all seven, you can resurrect the recently-dead, though only if they didn't die of natural causes and they weren't, like, reduced to ashes or atoms. Also, if all seven Chaos Emeralds are together, they can bestow upon the user and anyone else of their choosing a Super Mode; with that transformation, strength, power, speed, and durability skyrocket, and the user gains the ability to fly at great speed and survive deep ocean, lava, or even the vacuum of space."

The girls (and Spike) were awestruck.

"Such incredible power…" Rarity muttered. "All contained in those little gems?"

"Do you have the others with you?" Fluttershy asked.

"Nah" Sonic replied. "The other five Chaos Emeralds are back on my world right now."

"Why don't we find a place to sit down and trade stories?" Celestia suggested.

The group headed over to Fluttershy's cottage. There, Sonic told them of his world, and explained his friends and various exploits – up to the incident with the Chaos Water God, the emergence of Shadow, the fight to stop Space Colony ARK, the incident with Metal Sonic, and the recent invasion of the Black Arms… and how Shadow near-singlehandedly saved the world and killed Black Doom. Celestia and the girls (and Spike) introduced themselves properly, and then told Sonic some important data about the world of Equestria, and of the recent vanquishing of Nightmare Moon and freeing of Princess Luna. And of Applejack's recent ill-fated attempt to harvest an entire orchard all by herself.

"So… You're not worried about how you're gonna get home?" Dash asked.

"No" Sonic replied. "Tails will figure something out. He _always _does. I don't know where I'd be in life if I'd never met him. He'll freak out for, like, 20 minutes, and then he'll get down to business."

Suddenly, in the center of the room was a whorl of dark-blue sparkles. It subsided to reveal none other than Princess Luna.

"Sister?" Celestia asked. "What brings you here?"

"We are aware of the visitor that hath come to this world" Luna said. "We hath seen a vision."

She turned to face Sonic. "At some point in the near future – months, at most – a foe from thy world shall attempt to harm _this _world."

"…Was it a fat, bald guy in a red outfit with black shades?"

"No. We divined one cryptic clue: 'a foe of thy past meets a foe of thy future, and the two become one'."

"…I hate prophecies. …Guess that means I better stick around, though. No way I'm letting one of my rogues' gallery make trouble for you guys without my help. Where should I stay?"

"We have a spare room" Spike said.

"Good idea, Spike" Twilight said. "You can stay at our place. It's the library at the center of Ponyville, the one built into a tree."

"…Alright. Not the weirdest place I've stayed in. Not by a long shot. I'd be happy to stay wherever you can offer me."

"Then it's settled" Celestia said. "Sonic, why don't you go with the girls into town, get used to the place, maybe meet some of the locals?"

"Alright. It's a nice, small little town, so I'm guessing it shouldn't take too long."

"And let's not forget the welcoming party!" Pinkie said.

"Sounds good to me" Sonic said with a grin. "I'm always up for a celebration!"

In twin flashes of light, the Princesses teleported back to their castle. The group of eight exited the cottage through the front door, heading over to Ponyville.

**-**_**CHAPTER END**_**-**


	2. Friends

Here we go.

**-**_**CHAPTER START**_**-**

"You sure this is a good idea?"

"I'm positive. I went over the data with exhausting detail, so I know exactly what happened… and how to replicate it. Wherever Sonic went, we can go there too."

"But Sonic had two Chaos Emeralds with him. Could that be what sucked him in?"

"It was, but I've figured out how to send us over even though we don't have any Chaos Emeralds with us."

"…All right, then. Let's get to it. Knowing Sonic, he's likely already made some friends _and _some enemies."

**-**_**SCENE BREAK**_**-**

"Ponies…" he muttered. "This world is populated by walking, talking ponies. Some with wings and some with magic horns."

"I wonder if Sonic's around here somewhere…"

"Oh, you know Sonic?" a passing unicorn said. "He showed up a few weeks ago out of the blue. Said he was from another world. He's already been a big help around town."

"A few weeks? It's only been five _days_ where we're from."

"So you're from where he's from? Well, if you're looking for him he's down with his friends and a lot of other ponies at Sugarcube Corner."

"…I'm guessing that's the place that looks like it's made of giant candies?"

"That's the one!"

"Thanks for the help, ma'am"

The two made their way toward the bakery. As they approached, they heard a rough and angry female voice yelling, and then saw a blur of brown and white. They looked up, spotting a rather pissed-off gryphon flying away from the town.

"Jeez" an unmistakable voice said from inside. "Talk about bad attitude… That girl needs to learn to lighten up."

"I know, right?" replied a voice that, the two boys swore, they could _hear _the pink in.

They walked up and through the swinging doors, entering what was obviously a just-interrupted party. Sonic glanced over in their direction, and then pulled a double-take as he realized who it was.

"Tails! Knuckles! What are you guys doing here?-! How?-!"

"Sonic!" Tails ran over to his blue friend, Knuckles leisurely walking up after him.

"Tails figured out a way to get us over here" the red echidna said. "Though we just discovered something strange."

"Strange how?" the hedgehog asked.

"Apparently, time's flowing faster here than on our world. It's only been five days from our perspective, and yet you've apparently been here for a few weeks."

"Huh. Well, anyway, it's good you guys are here. Apparently, some threat from our world is gonna cause trouble in this world at some point within the near future. And when it shows up, now we can show 'em what the old team is capable of!"

He turned to Tails.

"You left a note or something at your lab explaining where we are, right?"

"Yep!" the two-tailed fox responded. "I gotta tell ya, it took me 18 hours of work to figure out exactly what happened and how to replicate it without a Chaos Emerald."

"Tails… Remember what we talked about…"

"I didn't do it all at once, Sonic! I got _some _sleep!"

"Good. We remember what happened that one time you tried inventing after staying up for three days straight…"

"Aw, c'mon. That hole in the roof patched up pretty well, we were able to put your shoes back together, and Knuckles' tail fur grew back."

The echidna grumbled at the memory.

"I _gotta _hear _that _story…" Rainbow Dash muttered with a grin.

"Oh, I forgot introductions! Everyone, this is my little child-prodigy buddy Tails, and my super-strong gem-hunter, Knuckles. Guys, this is about a third of the population of Ponyville."

The six girls (and Spike) walked up.

"I'm Twilight Sparkle. I'm the librarian here."

"She's also an extremely powerful mage" Sonic added, "and the personal magic student of this world's Princess. She's, uh… a little OCD, though."

"I'm Spike" the little purple dragon said. "I'm Twilight's assistant. I handle most of the cleaning, cooking, categorizing, note-taking, sending & receiving messages, spotting flaws in Twilight's plans, handling diplomatic stuff occasionally…"

"Basically she'd be screwed without him" Sonic bluntly summed up, earning an embarrassed "Hmph" from Twilight.

"The name's Dash" the sky-blue pegasus cut in. "Rainbow Dash. I'm the fastest-flying pegasus in all Equestria!"

"Basically, she's an airborne version of me, except more boastful" Sonic said to the other two, whispering the last part so she wouldn't hear it.

"I'm Pinkie Pie!" the pink pony bounced in a circle around the trio as she talked. "I'm Ponyville's premier party planner! This _was _a party to try to get that mean gryphon Gilda to lighten up, but that didn't work, so how's about we make it into a welcoming party for you two?"

"Pinkie loves throwing parties" Sonic explained. "She'll look for any excuse to."

"U-Um…"

Tails and Knuckles looked to see the light-yellow, pink-haired pegasus hiding behind Twilight, wide green eyes looking nervously at them.

"I-I'm… F-Fl-F-Fluttershy…" she mumbled the last bit.

"Huh?" "What?"

"That's Fluttershy" Sonic said. "She's _really _shy, especially with people she's never met. She'll warm up to you given enough time, though."

"I am Rarity, up-and-coming fashion designer" introduced a white-furred, purple-maned unicorn.

"And I'm Applejack" said the orange-furred girl in the cowboy hat. "Me and my big brother run Sweet Apple Acres. We're part of the Apple Clan, who run a series of orchards & farms that are collectively the biggest food-provider on the continent."

"Sounds good!" Tails said.

"I prefer grapes" Knuckles mumbled.

"Knuckles, be nice" Sonic chided.

"Hey, I never said I didn't like apples" the echidna replied. "They're just… not my favorite."

"It's all right" Applejack said. "I ain't offended."

"So do either of you have a place to stay?" Twilight asked. After several seconds of looking at each other, Tails & Knuckles shook their heads 'no'.

"I have a guest room that is presently unused" Rarity said.

"We got a room back at my house" Applejack said.

"I can stay with you, if you don't mind" Tails said to Applejack.

"…Alright, I guess I can stay at your place" Knuckles said to Rarity.

"Good!" Sonic said. "We got things sorted out already! For now, we just hang out and help out whenever needed until that prophesized threat rears its ugly head."

"Come with me to the library, guys" Spike said to the newcomers. "I'll show you the basics of this world."

**-**_**SCENE BREAK**_**-**

**A few days later**

"Twilight, you gotta come quick!"

"For the last time, Spike, I am not-"

"Yo, Twi!" Sonic dashed into the room. "We've got a large and angry problem stomping into town!"

There was a loud roar in the distance, growing closer.

"…Was that what I think it was?" Twilight asked.

"Majorly" Spike replied.

They ran out, meeting up with Tails & Knuckles and running past a crowd that was going the opposite direction. Ahead, they saw a massive, semi-transparent blue bear stomping through town, taking bites and swings at roofs. In its path were three ponies: the dim-witted duo Snips & Snails, and Trixie, the boastful blue unicorn who'd rolled into town earlier that day, now minus her cape and hat.

"What's going on?" Twilight asked the two boys.

"We brought the Ursa to town!" Snips replied.

"You _what_?-!" was the group reply.

"Are you out of your raisin-sized minds?-!" Knuckles said angrily.

"Don't worry" Snails said. "The Great and Powerful Trixie will vanquish it, just like she's done before!"

"…No, I haven't" Trixie replied, shame in her voice.

"What?-!" was the two numbskulls' response.

"I've never even _seen _an Ursa before, much less defeated one. I… made the whole thing up. When… When the crowd started turning against me, I… I panicked and made the bit about the Ursa up on the spot. But I didn't expect anyone to believe me. I figured they'd be smart enough to know a showman's tall tale when they heard it."

"You obviously don't know these two bozos" Spike replied in a deadpan tone.

At this point, the Ursa stepped up, roaring. The townsfolk were all poking their heads out to look & listen at whatever was about to happen.

"Woah" Sonic said. "You're a _big_ fella, aren't you? Guys? You ready to do this?"

"Let's do some bear-busting" Knuckles replied.

"No" Trixie said. She was shaking, but her voice was steady. "This is… a result of my mistake. And my big brother always told me… we have to clean up our own mistakes."

A bluish-white aura of lightning energy surrounded her, though it wasn't very bright, and it conformed to her body rather than blazing out like a wild flame similar to other battle-auras Sonic had seen. Whatever she was using, it wasn't as strong as it could be, but it looked to be all she could currently do.

"I don't know why I'm doing this" Trixie admitted. "Risking my life for a town I've never heard of, for a bunch of ponies I've never met and who are probably sick of me already. Maybe my attempt to harden my heart against the world was a failure after all. I guess… for once in my life I want to do what's right. …When I'm gone, you can all celebrate my departure, like I know you want to. Just… If this goes bad, make sure to bury me where there's enough space for if any of you or anyone who I've wronged in the past who comes along want to dance on my grave."

And with that, she charged. Her foot speed was slightly but noticeably faster than previously, and she leapt to the side to dodge a forepaw stomp from the Ursa. She then changed course and launched herself at the Ursa in a tackle, hitting it in the side. The beast let out a loud growl as the impact briefly unbalanced it, leaving a visible mark where the electrified pony had hit it… and then bounced off it, landing on her feet and looking a tad worse for wear. She leapt over a forepaw swing… and was hit full-force by the other one in midair, sending her hurtling through the air and then tumbling across the ground.

Struggling, she picked herself back up, her lightning-aura flickering like a struggling flame. On the left side of her head, her blue fur was now staining red. She gritted her teeth and focused, conjuring up a dozen sphere of lightning-type magic, and then firing them at the Ursa at high velocity. They hit the beast in the side of the head, and the creature roared in pain and anger at having almost taken a hit to the eye. Trixie dashed forward, dodging another claw swipe and coming up underneath the Ursa's head. She sprang up, hitting it in the chin with a lightning-charged uppercut.

Before she could land, however, the Ursa whipped its head at her. With a strangled scream, Trixie was sent flying again, along with a visible flash of blood; one of the beast's fangs had slashed her. She landed several meters away from the giant bear, her lightning-aura now gone as she no longer was able to maintain it. A large, jagged gash ran along her right side, bleeding profusely. Her left eye was starting to swell shut, and she gave out a ragged cough, tasting a bit of blood in her mouth. She shakily pulled herself up, glaring at the beast. In her weakened state, she tried to charge it again, only to be sent flying upwards, and then slammed with a full-force forepaw swing that sent her crashing into the ground with great force.

All the while, everyone else watched in utter horror.

"Come on…" Spike muttered, worry evident in his tone. "Come on, get up and get out of there… You were annoying, but you don't deserve _this_… Get up and run already…"

The dust cleared, revealing a horribly battered and beaten Trixie. Barely conscious, her left foreleg was visibly broken, bent at an unnatural angle. Her breath came in jagged rasps and wheezes.

'I can't…' she thought. 'I can't do it… This town's going to die and it's all because of me, because of my showing off and bragging. And so am I. …Big brother, I'm… sorry. I… tried my best…'

The Ursa stomped toward her, intent on finishing her off, crushing her into red paste, eating her… when two figures – one blue and one yellow – stepped in and stood over the badly injured unicorn. The will and anger in Sonic's gaze made the Ursa pause… but the sheer power of Fluttershy's Stare actually made it take a step back.

"_Enough_" Sonic said, his voice showing a seriousness and calm anger hardly ever heard from him. "No pony will die this day."

"This girl has issues and flaws," Fluttershy said, "but she still has goodness in her Heart. I won't let you hurt her anymore…"

Tails and Knuckles walked over to join them next, standing between the Great Bear and the fallen Trixie, glaring angrily at the massive creature. Pinkie Pie and Mr. & Mrs. Cake came up next, directing their angry gazes at the beast and standing alongside Sonic and company. Lyra and Bon-Bon stepped up soon after, followed by Applejack and Rarity, and then Big Macintosh and Rainbow Dash, and then Twilight and Spike, and soon every pony in the whole town was joining the growing crowd that stood in front of and around the barely-conscious, badly-wounded Trixie, all staring the monster down.

"W… Why?" Trixie wheezed out.

"Because you admitted your mistake," replied a gray-furred, blonde-haired pegasus, "and more importantly you did everything you could to try and protect us and our home." She then returned her gaze to the Ursa, her golden eyes actually straightening out with some effort on her part (she _could_, in fact,make her eyes look "normal", but it took conscious effort, so she only saved it for very rare and special occasions).

"Even though you could've turned tail and ran," Applejack said, "instead you stayed, and risked your life to do the right thing."

"And now, we're returning the favor" Rainbow Dash continued.

"You're not alone anymore" Twilight said. "We're with you now."

"You hear that, you big bully?-!" Sonic shouted. "Each and every one of us will fight for her! Just as we would for anyone else! Because as far as we're concerned, the moment she risked her life to save this town, she became one of us! And _we won't let you hurt one of our own_! Do you understand me?-! _No-one's dying here today!-!_"

Sonic's last shout echoed through the night, further galvanizing the resolve of everyone present. The Ursa was visibly perturbed, and roared at them. The crowd responded by standing their ground and intensifying their collective gaze, projecting their emotions into their stare. The air thrummed with gathering magical energy from the unicorns, while the wind was stirred up as all the pegasi readied their wings, and the ground trembled as all the earth-ponies stomped the ground in unison. The beast took a few steps back, glaring at them all, but then turned around and began galloping back to the Everfree Forest.

Everyone released the tension from their bodies with the beast's retreat. A few ponies gave out cheers of celebration.

"Oh, crap! _Trixie!-!_"

The sudden shout drew everyone's attention to where Twilight stood over the blue mare.

"She's passed out, and she's not breathing!"

Nurse Redheart ran over to the fallen girl, Rarity next to her. The white unicorn performed a medical scan spell she'd picked up from a book in Twilight's library.

"Not good…" Rarity muttered. "She's lost a lot of blood, but worse is that she's got a punctured lung. Her pulse is weakening."

"Let me try something."

Sonic walked up, holding both of his Chaos Emeralds. He walked up and, extending his will into the gems, released them. Both of them glowed faintly and floated in front of him, taking position over Trixie. They pulsed with ancient magical power, and the bloody gash on Trixie's side visibly became smaller, though it was still worryingly big and still bleeding. More importantly, though…

"Her lung is no longer punctured," Rarity said, still scanning, "and the air gathered in her chest where it shouldn't be is gone, as is most of the loose blood in her lungs, and the fracture in her limb has shrunk and become shallower. But she still needs serious medical attention _immediately_; she's lost a not-inconsequential amount of blood, and she may have some head trauma."

As the two Chaos Emeralds returned to ethereal form stored within Sonic, Knuckles walked up and gently scooped the badly-wounded mare up. He turned to Nurse Redheart.

"Lead the way, ma'am. Go as fast as you can; I can keep up."

Redheart nodded and took off at top speed toward the town hospital, Knuckles managing to keep pace easily; even though he paled in comparison to Sonic's top foot-speed or Tails' maximum flight velocity, he was still quite fast compared to most, even with a wounded and unconscious passenger. Sonic and Tails followed close behind, as did the Mane Six (and Spike, riding on Applejack's back).

**-**_**SCENE BREAK**_**-**

**Three days later**

Trixie let out a weak groan as consciousness returned to her. She very quickly decided that she felt absolutely horrible right now. Her foreleg hurt, her head hurt, her chest hurt, her sides hurt… hell, even breathing caused tiny, split-second twinges of pain. She kept her eyes closed, and tried carefully moving bits of herself around. She was lying on her back. Her left foreleg was wrapped in bandages and in a splint, there was a bandage on the left side of her head, and her torso was wrapped in bandages that held the actual bandage pad to most of her right side. She felt sore all over, though the bed she was laying on was much more comfortable than anything she'd slept on in years. She felt and listened to figure out where she was, though she had her suspicions. An unnaturally clean smell, the feel of an IV in her right foreleg, the sound of a heartbeat monitor, the faint sensation – which she had to focus on to even notice – of tiny portals within her urethra and colon that led to who-knows-where (what doctor needs to use catheters when they can use less-invasive magic?)…

Yep. She was in a hospital. With effort, she opened her eyes, thanking whoever owned the place that they kept the lights dimmed. She raised her head a little, looking at herself, only to see that she was covered by a sheet-blanket up to her neck. She looked right, seeing the heart monitor and the IV, as well as the half-open door of the room. She looked left… and saw the _dozens _of get-well-soon cards, balloons, candies, and other gifts. It was then that the memories of everything that had happened came rushing back to her.

"One of us" the blue hedgehog had called her, and the entire town had agreed with him, all standing proud to defend her – _her_, the girl whose mistake nearly destroyed their town, who taunted and belittled them… who, out of what little goodness and selflessness she still felt she had, risked her life for them. Ever since running away from home as a child, Trixie had never been truly cared for by anyone she met; admired, sure, but never actually liked personally. Most ponies, in fact, could either care less about her or even would have been glad to see her suffer harm.

To have this huge outpouring of support and well-wishing… Trixie felt a strange tightness in her chest, one wholly unrelated to her injuries. She leaned her head back and looked up at the ceiling, eyes half-open and a little misty.

"Father…" she whispered. "Is there still hope for me after all? Did I do the right thing?"

"You most certainly did" replied a warm, female voice to her right.

Trixie jumped a little in surprise, looking over to see the smiling face of a white-furred, pale-pink-haired earth-pony mare wearing a nurse's cap and with a Red Cross as her Cutie Mark, her sky-blue eyes warm and soothing.

"You were in a bad way, Trixie" she said. "We had to call in a couple of specialists from Canterlot, and even then for a little while we weren't sure you'd make it."

"How bad was it?" Trixie asked, her throat dry. Redheart's assistant, a beige-furred and brown-haired unicorn, walked in, using her magic to lift a glass of cool water to Trixie's lips, which she gratefully drank from.

"Skull fracture, slight concussion, a nasty fracture of your left humerus and a hairline fracture in your radius, several broken ribs, a punctured lung, a very large gash along your right side, and significant blood-loss" Redheart reported. "Thankfully, there was no brain damage."

"What time is it, and how long have I been out?" Trixie asked as the now-empty glass was taken away from her.

"It's 8:20 in the morning, three days after the Ursa attack."

Trixie gave a long sigh. She glanced over at the large bunch of well-wishing gifts.

"How many ponies came by to see me?" she muttered.

"Just about all of them" the assistant replied. "It's been a near-constant bedside vigil between a lot of different ponies as well as Sonic and his two friends, usually starting as soon as visitor hours start at 8:30 and going all the way until they end at 9:30 at night. _Everyone _has been worried about the girl who stood up for Ponyville."

"And who caused the trouble in the first place" Trixie said sadly.

"To be fair," Redheart said, "the townsfolk feel that most of the blame lies with Snips and Snails. They're, ah… not very popular right now."

"…I'm not used to this. To being liked…"

"You will be. Ponyville is a very friendly place. They've – _We've _– already accepted you. You'll have to stay here for a while until you're fully healed, and then you can decide if you want to stay here for good… which, to be honest, a lot of folks are hoping for."

"Now, then" the assistant said in a cheerful tone as she magically pulled the sheets down. "Let's change your bandages, but first let's check your temperature."

She then magically brought forth a thermometer. Trixie opened her mouth and lifted her tongue.

"Wrong end, dear" the assistant said.

After about a second to process what the assistant just said, Trixie's mouth snapped shut, her eyes went very wide, and she let out the tiniest of whimpers.

**-**_**SCENE BREAK**_**-**

12 minutes later, Twilight walked down the hall toward Trixie's hospital room, Spike and Applejack close behind her. She approached the open door, and gasped as she saw Trixie sitting up, fully conscious, as Nurse Redheart and her assistant finished applying a new bandage to her side.

"Trixie! You're awake!"

"For real? She's up?" Spike poked his head around Twilight, as did Applejack.

"H-Hi" Trixie said sheepishly, her cheeks still tinged a faint pink from several minutes earlier. She gave a tiny wince as Redheart finished setting the bandage.

"Y'all look pretty good for someone who was half-dead a few days ago" Applejack said.

Twilight walked over and pulled Trixie into a hug, being careful not to make it too tight or to put any pressure on her right side. The blue-furred mare blushed, not having really experienced any real affection since she ran away from home at the age of seven, 12 years ago. Applejack came up and hugged from behind, making the injured girl the filling of a 'hug sandwich' (she still remembered her sisters calling it that, so long ago). She found herself relaxing despite her nervousness, feeling warm and safe, and let out a calm sigh. After several seconds, the two other mares pulled away.

"Hey! Look who's finally up!"

The group looked over to the doorway, seeing the bipedal blue hedgehog leaning against it.

"Yo!" he greeted.

"You're… the one who came to my defense first…" Trixie said.

"Yep! My name's Sonic; Sonic the Hedgehog. I've had experience in seeing the good in people… or ponies, in this case. And there's no way I could let someone die on my watch. You did good out there, Trixie."

"You should go find the others, tell them she's awake" Spike said.

"On it" Sonic replied, and in a flash of blue he was gone. After several seconds, Trixie turned to Twilight.

"Was everyone… actually worried about _me_? After all I said and did?"

"Considerin' that 'all ya said' includes how y'all were ready to lay down yer life for our town, and 'all ya did' includes fightin' that Ursa for our sake, yer dang right we were all worried about ya" Applejack replied.

"Even the Mayor stopped by a few times" Twilight said. "She would've swung by more than that, but she's busy organizing town repairs after the Ursa's attack."

"If you could've seen how worried a lot of ponies were," Spike said, "especially some of the moms, and _especially_-especially the moms who had kids around your age…"

"Back already!"

Sonic was there again, in the doorway.

"I let the others of our little in-group know. After we've had our time here, we'll spread the word to the rest of the town."

After a few seconds, the sounds of several people/ponies approaching down the hall could be heard. Sonic moved, allowing Pinkie, Rarity, Dash, Fluttershy, Tails, and Knuckles to all file into the room (this was one of the double-size rooms, picked out in preparation for Trixie's inevitable flood of well-wishers.

"Oh, thank goodness!" Fluttershy said, fluttering over to Trixie and pulling her into a soft hug. "I'm so relieved you're all-right!"

"We all are" Rarity said. "That was an extraordinarily brave thing you did."

"And awesome" Dash said. "If it had been anything less than an Ursa, you would've kicked it ass!"

"That charged-up body blow of yours could've matched or even surpassed my Homing Attack in power" Sonic said (not revealing that the Homing Attack was far from his strongest offensive technique).

Twilight joined in the hug, Trixie now being between her and Fluttershy, her cheeks again going pink even after they pulled away after several seconds. Applejack noticed Trixie's blush and slight nervousness.

"You okay?" she asked.

"I'm… not used to being hugged…" Trixie replied. "Not since I ran away from home. It's been over 10 years, I think…"

Pinkie gasped.

"You haven't been hugged for over 10 years?-!"

"Well, I… I am not exactly likeable, especially with the 'Great and Powerful' persona I've developed, and I admit I have been making a bit of an effort to avoid letting ponies become close to me. It's been rather lonely, but I saw no other option…"

"Well, no more of that" Rarity replied. "No-one can go through life alone and come out sane."

"Trust me on that one" Knuckles added. "I used to be the lone guardian of a magical artifact, and let me tell you I was not what you would call completely stable until I met Sonic and his group of friends."

"Will you let us be your friends?" Twilight asked Trixie. "We can help you. Friends can make anything possible. Like my teacher says, 'friendship is magic'…"

"…Would you really _want _to be my friends?"

"Of course!" all 10 present replied at once.

"I… I'm not sure I know _how _to have friends…"

"Twilight didn't know what friendship was, either," Spike replied, "before her teacher sent her here to learn about it."

"Come on, girls" Pinkie said. "If Trixie hasn't been hugged in over 10 years, we've got a lot to make up for!"

She hopped on the bed and – carefully – hugged Trixie. The other five girls joined in, subjecting Trixie to her first ever Group Hug (carefully, of course, so as not to aggravate her injuries). Her face went bright red from the blush, but at the same time a warm, wonderful feeling welled up inside her, and her face now bore a content smile for the first time in ages.

"We'll go spread the word" Sonic said with a grin as he left, Tails and Knuckles following him out.

**-**_**CHAPTER END**_**-**


	3. Threat

As I said in my most recent _Teana's Travels _update, the presence of a huge workload, courtesy of two college classes, will slow updates down for a few months. Just a heads-up.

Was gonna cut it off after the gang prepares to enter the forest, but a humongous screaming fight with my sister brought about by a first-clogged-then-flooding toilet has my blood boiling to the point where there's no way in Hell I'll be able to fall asleep right now without taking a half-dozen Benadryl. And since I'd rather not die of an anger-induced overdose, I guess I'm staying up a few extra hours and making a double-length chapter, merging the short first planned chapter with the much longer second one to make a whopper.

NEXT-DAY EDIT: And then my replacement copy of _Sonic Heroes _finally came, which has further distracted me and expanded the time to make this chapter into several _days _rather than the planned several hours.

**-**_**CHAPTER START**_**-**

Tails sighed as he and two pegasi lifted another chunk of roof into place. For the past three days, everyone had been busy repairing the damage to the town caused by the parasprites. The earlier incident with the slumbering Ignis Dragon had been solved without issue, with Fluttershy convincing it to leave before Team Sonic had to get their hands dirty. And they'd been off visiting a nearby town when the girls (minus the still-hospitalized Trixie) were afflicted by the strange "Poison Joke" plant. Now, they were helping clean up after Fluttershy & Twilight's mistake. Said two girls were, of course, putting everything they had into pitching in.

Tails set down on the ground in the shade, using an arm to wipe the sweat from above his eyes, seeing as the Sun, while still bright, was starting to make its way down toward the horizon. Sonic walked up to him.

"Hey, Tails. Glad I found you."

"What do you need, Sonic?"

"Didn't you hear? The docs are gonna let Trixie out of hospital in a couple hours."

Tails' ears perked up. "Really? …There's no way she can be better already…"

"She's still in kind of a bad way, but she's improved enough that they're gonna have her stay at Twilight's for the rest of her recovery."

"Will she be able to move around?"

"Yeah. Apparently, ponies' legs heal considerably faster than other parts of their bodies. Some kind of evolutionary holdover from their prehistoric times, or something like that. Her ribs are still banged up, though, and that crack in her skull's not fully healed yet, though the docs say her brain is A-OK. Plus there's that gash in her side; that's gonna take some time. Anyway, we're gonna have a little welcome party at Twilight's to celebrate her release and help introduce her to what it's like to have fun in a group."

"How's she adjusting to having friends?"

"She seems to be doing well with it" Twilight replied as she walked up to the two. "Though it's proving a little hard for her to not let her 'Great and Powerful' defense mechanism rear its head. But she says she'll get used to not using it anymore soon enough. Oh, by the way, Sonic; about an hour ago, I got a letter from Princess Luna saying she detected a small dimensional disturbance."

"…Is it the enemy from that prophecy?"

"She says it's not. But it is from your world."

"Hmm…" Sonic rubbed his chin in thought. "Maybe someone else came through. Shadow, maybe? Rouge? Vector and his team? Hopefully not Dr. Eggman…"

"Sooo-niiic~" a perky female voice sing-songed.

Sonic's eyes widened. "Oh, boy…" he deadpanned.

Twilight looked over in the direction of the voice, seeing a pink-furred, bright-green-eyed hedgehog in a red dress running toward them. Hot on her heels was a bipedal, cream-furred and orange-eyed rabbit-girl wearing an orange dress, a bluish little creature in a red bowtie flying alongside her.

"I finally caught up to you again!" the pink-furred girl shouted cheerfully, as she tackle-hugged Sonic, who barely maintained his balance.

"What are you doing here, Amy?" he asked.

"Well, when me and Cream saw the note Tails left, we knew we couldn't let you guys leave us out of this one. A whole new world! This is amazing!"

The rabbit, meanwhile, walked up to Tails.

"Hi, Cream" Tails said.

"H-Hi, Tails…" she squeaked out with a light blush on her face, giving Twilight the impression of another Fluttershy.

"Amy, there's some kind of prophesized threat set to hit this world at some point in the near future" Sonic said as Amy finally let go of him.

"Well then, it's a good thing we brought these" Amy replied, as she pulled out a light-blue Chaos Emerald. Cream pulled out the yellow Emerald. "We figured you might run into trouble, so we brought a little extra punch to hit whatever messes with us with."

Sonic nodded, pulling out his own blue and green Chaos Emeralds. In close proximity, the four gems let out a faint, high-pitched hum as their magical signatures resonated.

"Let's hope four's enough" he said.

"With how much power I'm sensing from them," Twilight said (startling Amy, who'd been having Sonic-related tunnel vision and thus hadn't noticed her), "I'll be pretty surprised if it isn't."

"Oh! I'm sorry!" Amy said. "I didn't notice you! My name's Amy! Amy Rose!"

"A-And I'm Cream…" the rabbit-girl said.

"I'm Twilight Sparkle. Just call me Twilight. Welcome to Ponyville. Sorry about the... less than optimal state it's in at the moment."

"Looks like a hurricane hit this place," Amy said, "only without the water."

"There were these things called parasprites," Tails said, "kinda like locusts except they eat _any _type of food, and they reproduce asexually. They started causing serious trouble in town, so we hit them with a spell to stop eating the food… So they started eating _everything else _instead."

Seeing Twilight wince and blush at that part, it didn't take Amy long to figure out who had cast the botched spell.

"Well, it could have been worse" Sonic said.

"How?" Twilight asked, rather skeptic.

"They could've started eating living things… like _us_."

"…Yeah, you're right, it definitely could have been worse."

"We should head over to the hospital" Sonic said. "We'll take it easy, explain things to Amy and Cream on the way. The others should be there by the time we arrive."

"Why are we heading for a hospital?" Amy asked.

"A new friend got seriously hurt protecting the town" Tails replied. "She's supposed to be released today, to finish her recovery while staying at Twilight's house. We'll explain on the way, I guess."

The five set off through the town, Sonic, Tails, & Twilight explaining things to Amy & Cream, with Sonic & Tails describing the rest of the gang to them, and then all three covering the various adventures so far. By the time they were finished, the hospital was right up ahead; outside waited Knuckles, Applejack, Rainbow Dash, Pinkie, Fluttershy, Rarity, and Spike.

"When you did two get here?" Knuckles said when he spotted Amy and Cream.

"A couple of hours ago" Amy replied.

"We brought two Chaos Emeralds" Cream said. "D-Do you think four will be enough to handle whatever's coming?"

"We'll find out" the echidna said.

"Hey, girls… and Spike" Sonic said. "This is Amy and Cream, from the stories I told ya about my adventures."

"Hi!" Amy grinned.

"P-Pleased to meet you…" Cream said, bowing.

After the girls and Spike introduced themselves, Fluttershy headed in to let Trixie know there were two new arrivals. The group wasn't waiting long. After about five minutes, three ponies came out through the front doors; Nurse Redheart, Fluttershy, and Trixie, the latter limping and still sporting bandages on her right side and the left side of her head. She looked around at all those waiting for her.

"You look better comin' out of the hospital than you did when you first got taken into it" Applejack said.

"Her attitude's improved, too" Dash muttered.

"That's because I'm not trying to shut other ponies out anymore, Dash" Trixie replied. "I acted the part of an arrogant bitch to keep others away from me. …Well, okay, _some _of it was genuine, I admit. But I'm trying my hardest to get rid of those parts of me. I don't want to go solo anymore. …Plus, I've seen memory-recordings of what Twilight can do; that pretty much obliterated my 'most powerful unicorn in Equestria' claim."

"Well, let's head over to Twilight's now," Pinkie said, "so we can start the combination Get-Well-Soon / Out-of-the-Hospital / Welcome-Trixie-and-More-of-Sonic's-Friends party!"

With that, she started bouncing her way down the road, heading for the library that Twilight called home. The others followed at a more leisurely pace, chatting all the while. As expected, Fluttershy and Cream hit it off very quickly and very well, Cheese fluttering about the two of them. As they neared the library, several ponies greeted them all as they passed. Pinkie was waiting for them by the door.

"I already let everyone know who didn't already know that we have newcomers!" Pinkie said. "Come on in!"

They approached the door, which opened to reveal the sounds of ponies talking. They all walked in, seeing a rather full house – Big Macintosh and Apple-Bloom, Lyra & Bon-Bon, Derpy and her little daughter Dinky and older step-daughter Sparkler, Mr. & Mrs. Cake, and more. They all gave pleasant welcomes to Amy & Cream, along with well-wishes to Trixie, who was a tad overwhelmed by all this personal, positive attention directed to _her _rather than her stage persona.

The get-together lasted until after sunset, everyone getting to know Trixie, Amy, and Cream as best they could (the former was still shy about personally meeting so many ponies when not on stage, so she mostly stuck to one of the Mane Six, usually Twilight or Fluttershy). Mrs. Cake fussed over Trixie as a mother would (and according to the doctors, she _would _be a mother in five months), while Amy and Sparkler hit it off fairly quickly, and Cream spent most of her time sticking close to either Tails or Fluttershy. Eventually, the party ended, and most of the ponies departed for home, as did Tails and Knuckles, leaving just Trixie, Twilight, Pinkie, Fluttershy, Applejack, Spike, Amy, Cream, and Sonic; the latter headed up to the guest's room he was staying in.

"Could you lie down on your left side, please, Trixie?" Fluttershy said. "It's time to change your bandages."

The blue-furred unicorn obeyed, stretching out on a blanket that Twilight had laid on the floor.

"C-Can I help?" Cream asked. "I have some experience with medicine."

Fluttershy nodded, and the two walked over to Trixie, who used her magic to start undoing the bandage, helping however she could. Cream and Twilight took over for her. In less than half a minute, the bandages had been removed. Cream stifled a gasp; Amy could not. The wound started just behind Trixie's right shoulder and ran diagonally down her side, stopping just before her hip. The fur immediately surrounding it had been shaved away when it was treated, her pale flesh visible. Already, the farthest edges of the huge cut had transitioned into scar tissue, and the fur was starting to grow back. Bad as it looked, it was healing, and showed no signs of infection.

"It's looking better" Fluttershy said. "Thank goodness it didn't get infected."

"Don't jinx it" Trixie replied. "It's not done healing yet."

"Wow…" Amy whispered. "I don't think I've ever seen a wound that big…"

"You shoulda seen it when it was fresh and still bleedin'" Applejack replied. "So much blood, it made some of the weaker-stomached townsfolk feel faint and nauseous, and I think I saw one mare pass out."

"It's definitely looking much better" Fluttershy said again as she and Cream started applying fresh bandages. "You probably only have to keep it bandaged for another week or so."

"Can I wait until my fur there grows back more?" Trixie asked.

"For a little while," Cream replied, "but letting it get some air once it's healed more will probably do it some good."

Soon the wound was covered again. Trixie rolled over onto her belly, allowing her two self-appointed nurses to access the bandaged left side of her head. She was thankful that she hadn't needed to lose any of her mane when they treated it. After several seconds, the bandages there were removed and thrown away, revealing the wound there surrounded by shaved-away fur and a healing bruise.

"This one's looking much better, too" Fluttershy said. "You probably only need to keep it bandaged for another two or three days."

"That one I'm glad to hear" Trixie replied. "This thing gets a little itchy after a while when it's bandaged."

Soon there was a fresh bandage on Trixie's head wound, and Twilight walked up to her.

"I'm afraid you're going to have to share a room with me. Is that okay?"

"Yes, that's quite alright. …Do you snore?"

"No, she doesn't" Spike answered.

"And Spike only snores if he sleeps sitting up. If he's lying down, he doesn't."

"Okay."

"So where are we gonna stay?" Amy asked.

"There's a guest room at my place" Pinkie replied. "You can stay there if you want."

"Okay!"

"Could I stay at your place, Miss Fluttershy?" Cream asked.

"Of course, dear" the pegasus replied. "You can meet Angel. He's… a bit grumpy at first, but once you get to know him he has a good heart."

Within minutes, the remaining guests had gone home for the night.

**-**_**SCENE BREAK**_**-**

The celebration at the Silver Wing – the most publicly-beloved non-fancy restaurant in Cloudsdale – continued after sunset. Rainbow Dash was swamped with congratulations, followed by fanboys and fangirls, and even crowd-carried twice. She had, after all, performed the first ever public and verifiable breaking of the sound barrier by a pegasus earlier that day, saving three Wonderbolts and Rarity in the process. The rest of the gang, thankful that the Cloud-Walking Spell was long-lasting, were at least grateful that Dash willingly chose to invest most of her time in hanging out with them.

"That was epic, Dash!" Sonic said. "Tails was scanning you as you went, and he says you hit Mach 1.4 in that dive! I can only run at up to Mach 1.25!"

"Yeah, baby!" Dash cried. "Fastest thing alive!"

"Except for Sonic and Shadow in their Super Forms" Amy said, looking a tad cross at the perceived slight at her 'boyfriend'. "They can hit Escape Velocity if they have to."

"…Fastest pegasus alive!"

Many miles away, a large-winged black pegasus, currently resting atop a cloud, sneezed. Considering she was allergic to damn near everything, she paid it no mind.

"I'd read about how breaking the sound barrier while using flight magic could produce a seven-hued shockwave, but I never thought it'd be so breathtaking to see in real life" Trixie said. The tiny scar on the left side of her head was completely hidden by her fur. The considerably larger one on her right side was easily discernable on close look, but you wouldn't see it if you weren't staring at that area of her.

"So what's next for ya, Dash?" Applejack asked.

"I wanna get to the point where I don't have to be pushin' myself to the max in a life-or-death situation in order to pull off the Sonic Rainboom" Dash replied. "I gotta up my baseline speed."

"…I still cannot believe what came over me…" Rarity muttered, thankful that Trixie had managed to duplicate the Cloud-Walking Spell on her. "Becoming so selfish, demolishing your confidence… and that _horrid _outfit I put myself in! And that _makeup_… Ugh!"

"Everyone has bad days, Rarity" Knuckles replied. "If I told you half of the ones _I've _had…"

"Most of them because you fell for Eggman's fibs like a sucker" Sonic took a jab at him.

"Hey!" Knuckles responded indignantly. "It's not all my fault! I lived the first 15 years of my life completely alone on a giant floating island in the sky in the middle of nowhere! I didn't have much experience to learn social cues or how to read others' body language!"

"Chill, Knuckles. Past is past. You're smarter now. And even the first time you fell for his lies, you realized what was really going on in the end, and I wouldn't have gotten through that incident without your help."

"…Yeah. And I remember those times you helped me defend the Master Emerald."

The two bumped fists. The celebration continued. And down below, in Everfree Forest, something stirred.

**-**_**SCENE BREAK**_**-**

**Three Days Later – 8PM**

"Yo, Twilight, Sonic!" Spike came running into the living room, where Sonic was chilling with a book while Twilight and Trixie went over magical formulae. "We just got a letter from Princess Luna!"

"Hm?" Sonic looked up from his book. "What's it say?"

"It says 'The threat is here. Meet me at Shaman Zecora's cottage in the Everfree Forest'. I guess that little prophecy was true."

Sonic hopped to his feet. "All right, let's do this. I'm gonna go get Tails, AJ, Knuckles, and Rarity. Twi, Trix, Spike, get a hold of everyone else."

"Right away!" "Okay" "On our way"

The door of Twilight's house/library opened, and out shot a high-speed hedgehog, followed by two unicorns and a young dragon running as fast as they could go, each going different directions. 15 minutes later, everyone arrived at the little hut, finding Zecora and Luna waiting just outside for them, the latter carrying an ornate chest/box.

"Excellent timing" the dark Princess said. "I hope you all are prepared for this."

"I'm ready for whatever comes at me" Sonic said. "You have any info for us, ma'am?"

"Indeed" Luna replied. "I have determined the exact nature of the foe that awaits you deeper in the forest. It is a merger of two fragments of two separate and powerful dark entities – one you have already faced, and one you will face in the future. The first was a fragment of the life-force of the demonic entity called Black Doom."

The group from Sonic's world, the memories of the Black Arms Invasion fresh in their minds, gasped… except for Sonic himself.

"So a piece of that big bastard somehow survived Shadow's wrath, eh? …Heh. No problem, especially if it's only a fragment."

"With another beast, the fragment has merged" Zecora replied. "And together, they seek the forest purged."

"This 'other beast'," Luna continued, "is a small fragment of a currently-slumbering entity called Dark Gaia, a beast which as of now remains in hibernation on – or rather, _in _– your world. It is not set to awaken for another 10 years… though, knowing what you've mentioned of this 'Dr. Eggman' and his nasty habit of poking sleeping abominations to see what they do…"

"I'll be ready for it sooner" Sonic replied. "But first we gotta deal with the part of it that's here now… or rather, whatever has resulted from the two fragments' fusion. Everyone ready?"

"Ready when you are, Sonic" Tails said.

"Right behind you" Knuckles said.

"I won't let _anything _hurt the creatures around here" Fluttershy said with unusual seriousness.

"Let's find this thing and stomp it into the ground!" Dash said.

After the rest of the group affirmed their choice to help Sonic, Luna looked out into the forest.

"I will be unable to accompany you" she said. "I need to go negotiate with an Ursa Major living on the other side of the mountains, to convince him not to raid the settlement below his caves. Zecora will accompany you, however."

"An Ursa Major will really bother to listen to you?" Trixie asked.

"They have to" Luna replied. "1,050 years ago, I created their kind, along with the other Star-Beasts of this world. Thus, my words have quite the influence with them."

In a flash of blue light, Luna teleported out, leaving behind the box, which opened to reveal the six Elements of Harmony, which the bearers then took up.

"Let us make haste," Zecora said, "before it lays this forest to waste."

The group of 14 set out deeper into the forest, keeping their eyes peeled. Guided by Zecora's knowledge of the area and by Light spells from Twilight, Trixie, and Rarity, they soon reached an overgrown path that – except for Zecora – hadn't seen regular use in over 500 years. Suddenly, from the ground in front of them, a creature emerged, bipedal, twice as high at the shoulders as a pony. It was a green-tinted black, with red claws and glowing yellow eyes, with a violet mist clinging to its back, and a long, serrated horn emerging upward from its forehead.

"Is… that it?" Twilight asked.

"No way" Knuckles replied. "It's probably a minion – a drone."

The creature looked at the group, and let out a loud, hissing growl.

(MUSIC START – _MASS EFFECT 2 – SHADOW BROKER _OST: "Agent Combat")

Dozens of the creatures, ranging in size from half the first one to almost twice the size, emerged from the ground, all focusing on the heroes.

"Looks like we have to fight through these guys first!" Sonic said. "Get ready, boys and girls!"

The creatures charged, and Sonic made the first move, smashing into the first creature mid-chest, knocking it over onto another, smaller one, which did not survive the sudden extra weight crashing down on it. Rarity attacked next, using her magic to make a series of spikes of rock shoot up from the ground beneath a half-dozen of the charging smaller creatures, destroying them simultaneously. One leapt over the spears and toward Cream… only to be smashed by Amy's hammer with enough force to send it into and _through _a nearby tree. Zecora drew her old quarterstaff and leapt amongst several of the creatures; with movements so fast they seemed to blur, she struck them all down in seconds.

Rainbow Dash charged head-on into the beasts alongside Sonic, the two of them striking with lightning speed and rock-shattering strength, while Knuckles flattened a larger creature with a single punch, sending it hurtling through several smaller ones. A rising double-kick from Applejack took down another large creature, caving its chest in and sending it flying up into the air, landing with a splat amongst the charging horde, which merely trampled over the dying fiend. A creature who tried to pop up from the ground behind Pinkie Pie got slammed in the face by her without even looking, while Tails charged his two tails with lightning energy and slammed them into creatures that got too close.

Trixie's lightning aura crackled as she darted about amongst the creatures, making electrically-charged physical strikes of surprising force and speed that more often than not resulted in one-hit kills. Fireballs from Twilight (conjured) and Spike (exhaled) tore through the dark creatures, while Fluttershy and Cream chose defensive positions, remaining in back and taking out whatever creatures came at them.

"We gotta keep moving!" Sonic shouted. "Fight our way through them!"

The group moved forward, slaying dark creatures as they went. Soon the number of enemies was noticeably reduced; they were no longer spawning in. The group soon reached a clearing and a large cave entrance, and Zecora struck down the final two dark creatures. Those of the group who needed to paused to catch their breath.

"Those things definitely felt like they were composed of two separate energy signatures" Twilight said.

"I trust you all still feel brave" Zecora said. "Our foe waits within this cave."

"Hey, it looks like something's coming out!" Amy said, pointing to the cave mouth. Everyone looked close, seeing the silhouette of an approaching pony. As she emerged into the moonlight, Trixie gasped.

"Y-You…"

"Do you know who that is, Trixie?" Spike asked.

"Yes. She's one of the fillies who bullied me when I was little. But… that was way over in Hoofington. What in the worlds is she doing out here?"

The unicorn mare had white fur and a blonde mane, with what looked like a sewing needle for a Cutie Mark… except it was now twisted and warped. What's more, her eyes were glowing yellow, and a black aura of darkness surrounded her.

"_**The mind that once inhabited this shell is no more**_" an unearthly voice came from the unicorn's mouth. "_**Now all that remains is the need to fight on behalf of the Master.**_"

"Let her go" Sonic said in that low, calm tone that meant he was genuinely, dangerously angry.

"_**There is no longer anyone left to release. This body's mind is erased, its soul passed on. This is but a puppet, a shell through which I may carry out my Creator's orders.**_"

"We're not looking at an old schoolmate of Trixie's" Pinkie clarified, her tone matching Sonic's. "We're looking at the _thing _that killed her."

"We will stop you," Sonic said, "and your Master."

"_**The Master anticipated your interference, hedgehog, the moment he detected your presence on this world. That is why I have been given power that equals a significant fraction of Master's own. Prepare yourselves for death.**_"

(MUSIC START – _Mass Effect 2 Shadow Broker _– "Vasir Combat")

In a flash of black and evil power, the unicorn's body rapidly underwent a horrifying transformation. Mass and body parts shifted and transformed with sickening speed, so fast that those with the stomach to not turn away felt their eyes ache while keeping up with it. Now, the fact that the creature was quadrupedal and had a horn – now long and serrated – was the only hint remaining of what it once was. Furred flesh had become pitch-black, scaled, armored hide. The eyes had become glowing red circles with yellow rims. Hooves had become sets of large claws. A mouth full of wicked fangs let loose an unearthly growl, and a long, thin, hairless tail with an arrowhead tip thrashed about. The thing was easily the size of Celestia, perhaps even slightly larger. A dark aura surrounded it, pulsing with power.

"_**Time to feast…**_"

It pounced forward, bringing a claw down at Sonic, who leapt to the side to dodge. Trixie, enshrouded in her Lightning Aura, hit it with a body blow that sent it skidding several meters across the area. It snarled as it shook off the one-two blow of Trixie's tackle and the shock from her lightning magic, and then fired a bolt of energy from its mouth at the group, who scattered in all directions, barely avoiding the bolt which then shot out and hit a tree, vaporizing a foot-wide hole in the tree-trunk's side. The old plant toppled over.

Knuckles struck next, picking up the fallen tree and hurling it like a humongous javelin at the beast. It dodged the main body, but a branch caught it in the chest, snapping off on impact but also knocking the beast further back. In response, it growled and then unleashed a pulse of magic that repelled everyone except Sonic away from it; Sonic grabbed hold of Trixie and Spike, who were closest to him. Everyone else was pushed away to the border of the forest behind them, and a transparent barrier spell then sprang up, keeping them out and the trio in with the beast. Spike, upon setting his feet back on the ground, launched a fireball the size of a head at the beast. It responded by calling up a shield-spell… which shattered as the magic-charged fireball exploded against it, the concussive force stunning the beast, which briefly reared up on its hind legs. Sonic took the opportunity, dashing forward and landing a Homing Attack to the beast's chest, knocking it back.

The creature collected itself and snarled loudly, and then its horn glowed a deep purple. Three spinning energy disks formed in front of it, like magical buzz-saws, and then took flight, each one flying at one of the three. Spike ducked, Sonic jumped, and Trixie side-stepped… and all three disks came around and back at them from behind. Sonic immediately went into motion, running around the area, and sure enough the disc followed him, intent in bisecting him. Trixie was using her own lightning-enhanced speed and agility to dodge the disc chasing her again and again, while Spike narrowly twisted and dodged out of the way of his disc's multiple strikes. Spike then breathed fire onto his hand, and the green magic fire formed into a set of extensions to his claws. Timing it, he swung his fire-claw at the disc as it came at him again… and it shattered, leaving him unharmed.

"Gotta love Dragon Magic…" he said.

Trixie continued dodging until she formulated a plan. She dodged again, only this time, as the disc flew past her, she combined her telekinesis with her Lightning Aura to form a 'lasso' of lightning that enveloped the disc. Like a shot-put, she swung it around herself a few times and then hurled it at the beast. The beast narrowly dodged, allowing the disc to smash into the rock face near the cave entrance… and was caught off-guard as Sonic hurdled himself right over it, leaving the disc pursuing him to smash into it, cutting into the beast's armored hide before being dispelled.

The beast roared in fury, its black aura seething. It charged at Spike, who took a cue from Sonic and curled into a ball just before impact, sending him soaring through the air, bouncing off the barrier-field and landing in a heap dazed but more-or-less unharmed. Sonic came in again, landing a flurry of blows that disoriented the beast. He leapt away, just in time for Trixie's right forelimb to hit the beast in the upper chest with a lightning-charged Lariat move. The beast was knocked for a loop, tumbling across the ground before coming to a stop on its feet. It was unsteady now, the various wounds catching up to it; the armored scales on its chest, in particular, were visibly damaged.

"It seems your Master didn't anticipate me having help" Sonic said.

The beast said nothing, only roared at its opposition. Sonic and Trixie charged it, the former leaping up and performing a Bounce Attack down on the beast, nearly knocking it off its feet. This gaze Trixie the chance to close in and deliver a barrage of physical attacks, strength and speed enhanced by her Lightning Aura, which also delivered lightning-type magical damage with each blow. An uppercut sent the beast rearing up again, and Trixie then focused all of her Aura's power into her right forehoof, and then used it to smash upward into the beast's chest. The scale-armor shattered, and the beast was sent flying upward in an arc, to crash down on its back several feet away.

The barrier-field spell came undone, allowing everyone else to step back into this small field. Fluttershy checked on Spike, helping him regain his bearings and ensuring that he had no serious injuries. Sonic walked over to the fallen and slowly fading creature. He pulled out the Blue Chaos Emerald, and held it so the pointy tip was pointing at the hole in the beast's chest. After a few seconds, built-up magical energy blasted out, hitting the creature. The beast went still as its body disintegrated into particles of darkness and light. The Emerald then returned to magical storage within him.

"So our target's in that cave, huh?" Knuckles said.

"Indeed" Zecora replied.

The group cautiously advanced into the cavern, Twilight and Rarity lighting the way from the front, while Trixie lit things up from the rear. Soon, they could no longer see any of the moonlight from outside; however, there were large luminescent crystals forming in the ceiling, providing illumination besides the three unicorns' Light spells. Cream was torn between sticking close to Amy and taking the chance to cling to Tails.

"…Are we there yet?" Pinkie asked.

"No" Rainbow Dash replied.

"Are we there yet?" Trixie asked.

"_No_" Twilight said.

"Are we there yet?" Tails asked.

"No!" Applejack replied.

"Are we th-"

"SPIKE!-!"

"Heh. Sorry."

…

"…Are we there yet?"

"Damnit, Sonic, not you too!"

"Okay, okay…"

After another half a minute or so (thankfully a quiet one), they reached a large chamber of the cave. There were what looked like a half-dozen roiling pools of darkness spread across the floor, each of them around 10 feet across.

"I think it's safe to say those aren't natural formations" Trixie said.

"I'm not sure I wanna find out what'll come out of them…" Tails said.

Responding to the group's presence, the pools of darkness began to increase in activity, swirling and churning. And then things started coming out of them.

(MUSIC START – _MASS EFFECT 2 OVERLORD _OST – "COMBAT TROOPS")

From each pool/portal of darkness emerged a large dark creature, ranging from 15 to 30 feet in size. They could be divided into three body parts: three of the creatures were quadrupedal beasts with two tails and huge fanged jaws, two of them were bipeds wielding clubs and with a great deal of both fat and muscle, and the largest creature had two legs and four arms, each of said limbs carrying a large sword.

"Ooh, look at those two!" Pinkie said. "They're so chubby… and buff… and hefty… Chuffty! They're chuffty!" 

"Terminology isn't really important at the moment, Pinkie!" Twilight shouted.

"Pick targets, everyone!" Sonic said. "I'm taking on Four-Arms!"

"Ah'll help ya with 'im!" Applejack said, taking position beside Sonic.

Each of the remaining six beasts had two or three of the group rush in to engage: Rarity and Tails against one Two-Tails, Rainbow Dash and Amy against the second, and Fluttershy and Trixie against the third; Pinkie, Cream, and Zecora against one "Chuffty", and Twilight, Knuckles, and Spike against the other.

**P-C-Z**

Pinkie leapt to avoid a low horizontal swing of the creature's club. Zecora, who had leapt beforehand, bounced off of Pinkie in midair and 'flew' at the creature's head, nailing it across the eyes with a strike from her staff. The beast roared and brought a hand up to shield its eyes, flailing its club wildly in front of it with its other hand. Cream, however, was already behind it, flying up and hitting it in the back of the head with all her strength. Considering that, even though she was technically the weakest of Sonic's crew, all of Sonic's crew were _much _stronger than their little bodies would suggest, the beast's head was rocked forward by the blow, stunning it. As it collapsed to one knee, Pinkie leapt up, striking it in the chin with an uppercut, her Earth-Pony strength meaning the creature's head whiplashed back/up. It stumbled back a few steps, losing its grip on its club, which landed on the cave floor with a thud. Zecora leapt up toward its head and neck. In a flurry of movement that Pinkie & Cream found themselves unable to track, Zecora let loose a series of lightning-fast strikes at key points. The beast groaned and toppled over onto its back, going still and then bursting into particles of darkness.

"No matter how much strength you have got, if you cannot strike your foe, it matters not."

**T-K-S**

Spike made the first move, shooting out a fireball at the big thing's face. It raised its club to block the hit, the green flames spreading across the weapon and then dying out. It then swung downward, trying to hammer Twilight into the ground, only for the girl to teleport several feet to the side, avoiding the attack and then using her magic to dislodge a large stalactite overhead, causing it to fall down toward the beast. It swung its club up, smashing the rock-spike into a thousand pieces… and leaving itself open to a punch to the chest by Knuckles, which was powerful enough to knock it over onto its back.

Twilight teleported herself and Spike up into the air over the fallen creature, and they both launched an explosive fireball – one conjured, the other exhaled – down at it. The creature roared in pain and fury as the fire burned away at it. It let loose a pulse of dark power, hitting Twilight & Spike, who had previously been safely falling toward a controlled landing, and sending them tumbling uncontrollably through the air. It then leapt back to its feet, locked its eyes on Knuckles, and swung its club at him. Knuckles braced himself, brought up his gloved hands, and _caught _the club, using his incredible strength to stop the weapon. With a grunt, he then yanked the club from the creature's grip, spun the weapon around so that he was now holding the narrow end, and swung, smashing the beast in the side with its own weapon. He then struck again, swinging at the creature's legs, taking them out and bringing the creature down. To finish, he brought the club overhead and smashed the creature's head in, and the beast burst into black particles as it ceased to function.

"Don't have to be big to be strong" he said as he tossed the massive weapon away.

**RD-A**

Rainbow Dash rushed at the quadrupedal, vaguely-canid dark creature, buzzing around it like a huge hornet… and then "stinging", a high-speed forehoof strike to the right shoulder that jerked the beast to the left… and into a strike from Amy's hammer to the left side of its head, whipping its head back to the right. Next was a double kick to the upper back by Dash, and then a Homing Attack to the head by Amy. It stumbled back, dazed, and was quickly struck three more times by Dash from various angles, chipping away at it. However, a swing from one of its tails caught the mare in the middle of one of her passes, sending her tumbling through the air. Amy caught her before she could hit the ground.

Amy then withdrew the Chaos Emerald she had from its ethereal stored form within her… and merged it into her hammer, which glowed with power and tripled in size. She leapt forward, above the creature, and struck down. The impact smashed the beast into the ground with such force that the ground cracked beneath it, and it made no further movements, dissolving away into black particles. The Emerald diffused from Amy's hammer and returned to 'slumber' inside her.

"And Sonic used to say this kinda stuff was too dangerous for me…"

**R-T**

The beast charged at them. Tails took to the air, while Rarity willed the ground to shoot spikes upward into the creature… which leapt to the side and avoided the attack, and continued charging at her. Tails swooped in and picked her up, carrying her out of the beast's path, and she used her magic to break parts of an overhanging stalactite off, turning them into a high-velocity fusillade of rocks directed at the creature. The creature dodged some, but others tore into its not-flesh. It shielded its eyes from a second wave of stones, and Rarity leapt from Tails' grip and came down with a gravity-assisted stomp to the back of the beast's neck. Tails then charged his two tails with lightning energy, flew in, and hit the beast in the head with a double tail-whip, the electrical energy shocking and stunning the creature further. Another blow from Tails made the now-unsteady creature fall over… and Rarity magicked a spear of rock to jut up from the ground through its head as it fell. The creature burst into dark particles.

"Down, boy" she muttered.

**F-T**

Trixie's opening attack – a lightning-infused uppercut – rocked the beast's head up and back so much that it was involuntarily bipedal for a few seconds. During this opportunistic period, Fluttershy flew in and struck at its right rear leg with her considerable strength. The beast came back down, landing on its right shoulder and then standing back up on its four legs, now visibly favoring its rear leg. It snarled and then breathed out a burst of dull-red flames at Trixie, who conjured a shield spell composed of interlocking hexagons, protecting her from the attack. A strike to the top of the head from above by Fluttershy cut off the flame breath, and Trixie dispelled her shield and conjured a small storm-cloud. After a few seconds, it let loose a bolt of lightning that targeted the beast's left tail and coursed through its body from there before exiting back out the right tail, leaving the beast's muscles seizing.

Fluttershy flew underneath and then tackled it in the stomach from below, actually lifting it off the ground a few inches. She then flew back and picked Trixie up, carrying her high in the air above the beast. As she released and then flew down to distract the creature, Trixie dialed her Lightning Aura up as high as she could safely go, and then fell toward her target zone, charging nearly all of her power into her prepared right rear-leg.

"Guillotine Drop!"

The hit came down on the back of the beast's neck, snapping solid-darkness not-bone and sending the creature to the ground. After a few seconds, it dissolved into black particles.

**S-A**

The four-armed beast swung two of its swords, unleashing two slicing blades of wind at Sonic and Applejack; the latter ducked, barely avoiding damage to her hat, while the former leapt and then used a Spin Attack to nail the creature in the chest, grinding in for a few seconds before bouncing away. The beast roared and held one hand to its chest and two more in a defensive block, as the fourth arm lashed out with the sword again, this time in a vertical downward strike aimed to cleave Sonic in two. Sonic leapt to the side and began running circles around the fiend… distracting it so Applejack could get in close, leap up, and kick one of its four swords out of its grip, the huge weapon sailing upward and embedding blade-first into the cave ceiling. The fiend snarled and tried to stomp her into the dirt, but she leapt to the side and lashed out at the offending leg, her massive strength meaning the fiend's left leg was significantly injured by the blow.

The creature knelt down on one knee due to its injured leg, and used its remaining three swords to unleash a trio of wind-blades in rapid succession. Sonic and AJ narrowly dodged the first two, and Sonic pulled AJ out of the way of the third when it looked like she wouldn't make it on her own. After a few seconds whispering to each other, Sonic curled into a ball and bounced… and, right when he was about to come down again, Applejack kicked him with both legs, toward the creature. Sonic impacted the creature's face with great speed and force, knocking it over and onto its back. Another Homing Attack to the head, and the fiend went still. It and its swords (including the one stuck in the ceiling above) dissolved into black particles and faded away.

As the battle (AN: and the music) came to an end, everyone regrouped in the center of the large chamber. After checking each other over for wounds, they moved further into the cave, Knuckles and Rainbow Dash taking point. The next few minutes were eerily quiet as they moved through the passageway. Finally, they came upon a massive cave chamber, several huge light-producing crystals embedded in the ceiling. In the center of the chamber stood a large figure, easily 40 feet tall, black & violet flesh with glowing yellow lines around it, and three glowing-red eyes.

"**Welcome, hedgehog**" it said in a voice the Blue Blur instantly recognized. "**I've been expecting you.**"

"…You're not just a fragment of him. …So, I see a part of you managed to survive the ass-kicking Shadow gave you, Black Doom."

"**Indeed. My body was destroyed, but my spirit latched onto the small fragment of my life-force that survived the Eclipse Cannon, and merged with the parcel of power from the slumbering titan within your world. Now, I am here, and I seek to use this world's abundant magical energy to be properly reborn, and then this world shall become the next conquest of the Black Arms! I know you do not have all seven Chaos Emeralds, so that you thus lack the power to defeat me. And, by killing you and your allies I shall gain possession of four of the Emeralds, thus neutralizing the threat that all seven together pose. Once I and my children have consumed all this world has to offer, I shall return to Earth, and this time Shadow will not be able to stop me!**"

"You're forgetting something" Twilight interjected. "Us."

She then flared up with magical power, a visible aura of magenta energy surging around her. Everyone else took combat stances, Trixie's Lightning Aura bursting to life alongside Twilight's pure-magic one.

"**More insects who dare challenge me? So be it. Your life-force will go a long way toward my true rebirth.**"

"You're not going anywhere except Hell!" Sonic shouted. "We're taking you out here and now!"

(BOSS MUSIC – _MASS EFFECT 2 OVERLORD_ – "BOSS COMBAT")

"**Very well. If you wish to do this the hard way, then so be it!**"

The massive figure raised his hand, and a veritable swarm of dark creatures rose up from the ground – Black Arms soldiers augmented with tiny portions of Dark Gaia's power. As Sonic, Tails, Knuckles, Twilight, and Trixie rushed Black Doom, the rest of the group was cut off by the fiends, who set upon them. The group got to taking them down, but they would have their hooves full for the next several minutes.

A wave of black spears of darkness-charged stone shot out from Black Doom at the quintet. Twilight and Trixie cast a Double-Shield spell, blocking the attack. The second the shield lowered, Sonic rushed out and at Doom, aiming a Homing Attack at his midsection. The attack did barely any damage, Sonic bouncing off and landing several meters away. A spinning red sphere, charged with yellow electric-type magic, smashed into Doom's left shoulder, leaving that arm limp for several seconds. Knuckles then uncurled, shaking off the effects of Tails' Thunder Shoot, and lashed out at the arm with a punch as he fell, the force of the blow nearly taking the limb off. Doom's other arm lashed out, backhanding Knuckles clear across the cave.

"**Any wounds you deal to me shall not stop me for long.**"

The damage to his arm was repairing itself – somewhat slowly, but enough to make it clear that they'd have to work in order to take his health down faster than he could regenerate it. Twilight conjured three whirling disks of fire – each half as big as she was – and fired them at Black Doom. One went for his face, only for Doom to release a small, focused pulse of dark power from his central eye, nullifying it. The second went for his chest, but was swatted out of the air by his right claw. The third hit his still-regenerating left arm, burning into the self-repairing wound. Doom growled loudly as the flesh was seared and burnt, the rate of regeneration being halved in addition to the new damage.

From above came a whirling light-blue ball – Trixie, launched by Tails and essentially turning herself into an electrified cannonball thanks to his lightning boost and her own Lightning Aura. She smashed into the side of Black Doom's head, snapping off his left horn and nearly knocking him over. As she straightened out, she lashed out with a lightning-charged tail whip at his neck as she fell, and then launched herself off of his upper chest to avoid his counterattack, landing next to Twilight.

A stalagmite came soaring through the air at Black Doom, impacting him in the chest; he toppled over backward, his good arm going back and catching him from landing on his back. Across the cave, Knuckles threw another one, jumping onto it and riding it toward Doom. Black Doom rolled to the side, coming out on his feet, and watched the stalagmite soar past him… and took a punch to the head from the still-airborne Knuckles that rocked his head back with such force he briefly thought it would tear off. Sonic's attack came next, bouncing upward and coming down with a kick to the side of Doom's neck.

"**Insects!**"

Black Doom let out a mighty pulse of dark power, sending Sonic and Knuckles flying and knocking Tails out of the air (foiling his planned double lightning tail-whip to Doom's eyes). He shrugged off the rapidly-fading pain he felt, straightening out. His arm was near-completely healed by now.

"**To make a comparison you would understand, you five are no worse than being bit by a lapdog.**"

"How 'bout more sets of jaws, then?"

This came from Applejack, as she stood atop the last dark minion as it came apart into dark particles. Everyone else dusted themselves off and got ready to pitch in against Black Doom.

"Guys, I got a plan" Sonic said. "Tails, Knuckles, AJ, Trix, come here. Everyone else, buy us some time!"

As the five got a little distance and got into a huddle, everyone else came forward and formed up. Fluttershy and Rainbow Dash took to the air, buzzing around Black Doom's upper body and lashing out periodically, distracting and annoying him. Twilight and Rarity combined spells, creating a hail of flame-shrouded rocks shooting at Doom's face, forcing him to raise an arm to shield his eyes. Amy and Zecora rushed in, unleashing their own weapons on Black Doom's legs and then barely avoiding getting stomped flat. A green fireball from Spike hit Doom's right shoulder, the enchanted flame burning deep.

And that's when Sonic in his curled-up form, charged up with Tails' and Trixie's lightning magic, was 'fired' at Black Doom by a combination of a punch from Knuckles and a simultaneous kick from Applejack, a whirling, ultra-high-speed projectile shrouded in yellow and light-blue lightning energy. With incredible speed, he struck:

"Sonic Overdrive!-!"

Sonic somehow directed his movements without losing speed, hammering at Black Doom from every direction with supercharged Homing Attacks. Black Doom roared and thrashed helplessly as the blue hedgehog did massive damage to him. After several seconds of this, Sonic landed on his feet amongst the others.

"I haven't used that one since that incident where Metal Sonic masqueraded as Eggman" he said. "And I don't think I've ever put that much power into that attack, either."

"**That…**" Black Doom groaned as he held a hand to his chest, quite injured. "**That wasn't quite enough, hedgehog. You still don't have the power to kill me.**"

"That's why the girls brought something that _does_."

"**What?**"

There were six glowing points of light. Twilight, Dash, Rarity, Applejack, Pinkie, and Fluttershy were floating off the ground, the six Harmony Elements glowing with power. Black Doom, sensing the extraordinary power, tried to escape, only for chains of raw magic to erupt from the tip of Zecora's staff, wrapping around and binding him in place.

"**No… No!**"

Sonic stared Black Doom in the eye. "Taste the rainbow."

A massive, six-colored beam of light erupted, striking Black Doom full-on in the chest. The holy magic burned its way through his body. He screamed as beams of light erupted from within him in every direction, the magic burning its way through him. There was an explosion of light, and Black Doom ceased to exist, completely and utterly destroyed once and for all. The girls floated back down to the ground, all panting for breath.

"Good job, everyone" Sonic said. "Let's get out of here."

The group gathered themselves and made their way back out of the cave. For now, the world was safe.

**-**_**CHAPTER END**_**-**

Don't worry; this is not the end of the story. Not by a long shot. There's a new threat a-comin'.

One last thing: anyone who has concerns about Fluttershy being uncharacteristically "violent"? The things she's facing aren't even truly alive; they're masses of darkness and evil energy given form, and mindless servants of the monstrously evil Black Doom. And she knows that, which is why she doesn't hold back against them.


	4. Approaching Shadows

Welcome back. Glad you didn't think it was over.

Regarding _Sonic 2006_: horrid gameplay, subpar plot, undeniably awesome music; I could gladly purchase the soundtrack while never touching the game itself with a 20-foot pole.

**-**_**CHAPTER START**_**-**

"I still can't believe Rarity managed to beat those troll-dog things without lifting a hoof!" Tails said.

"That's because you don't know what a girl is capable of when she needs to be" Amy replied.

The whole group was walking through the rocky area near the Diamond Dogs' caves. In addition to letting her go with carts full of gems, they'd pointed out to the group the location of another vein of gemstones that they had been planning to start harvesting from. In exchange for the information, Rarity promised to leave half of what she found for them. Today, she had enlisted everyone to help her, with Sonic's group coming along for security (there were rumors of a rogue dragon-snake living somewhere in the area).

They reached an area where several massive rock formations provided ample shade, and Rarity & her volunteers got to work, Spike & Pinkie digging while Rarity & Twilight detected & retrieved the gems, and Knuckles did both. Suddenly, there was a shriek. Everyone looked to see that a shadowy hand had emerged from the ground, grabbing hold of Rarity's leg. She quickly composed herself and lashed out at it with a telekinetically-wielded gem-blade. The unseen creature hissed and withdrew. From the shadows, dozens of creatures emerged – bipeds, hunched over, with long arms and huge claws, standing twice the shoulder-height of a pony, entirely featureless except for glowing red eyes.

"These aren't the Shadow-Slashers you told us about, are they, Sonic?" Knuckles asked.

"No" the hedgehog replied. "I've never seen these guys before. Twilight?"

"They're not native. I have no idea what they are. Whatever they are, they feel wholly different from Black Doom's minions… but just as unnatural."

Two-dozen of the things charged, and everyone readied themselves to fight. Sonic and Dash struck first, using their speed to blitz about, taking down several foes each in rapid succession. Two bursts, one of fire and the other of lightning, signaled Twilight's and Trixie's attacks. Soon, everyone leapt in.

Suddenly, a cry from Cream caught everyone's attention. She was being held up off the ground by the neck by one of the creatures, struggling vainly to break free. Cheese was being kept from helping her by two more of the creatures. The beast raised its other hand, extending a claw, and went to stab her with it… and got a kick to the head from behind, knocking Cream out of its grip. The reddish blur grabbed hold of Cream and flashed away from the beasts, coming to a stop atop a boulder and letting her down.

"Aren't you usually the one who does the 'saving damsels in distress' thing, Sonic?" the black-and-red hedgehog asked.

"Well," Sonic replied, "I could've done it without your help, but thanks anyway… Shadow."

The seven girls and Spike looked up at the newcomer.

"So _that's _Shadow…" Applejack said.

There was the sound of impacts behind the group, and the sounds of creatures falling and fading. They turned, to see a bipedal bat waltzing toward them, four fading-away darkness creatures in her wake.

"I figured you'd need our help, Knuckles" Rouge taunted.

"Hey, we've been doing just fine so far!" he replied

"There's something coming" Shadow said. "Something that could endanger both worlds. These things are that something's minions."

"_Another _one?" Trixie said with a tone equal parts shock and exasperation.

"Great" Amy sighed. "First we stop Black Doom from being reborn, and now this?"

"…What?" Shadow's eyes widened. "Black Doom was _here_?"

"Yeah, but he's gone for good" Spike replied. "Turns out when you hit him with that planet-buster, a little piece of him survived and made its way here. We helped Sonic and his pals destroy that piece and stop the guy from being properly reborn, and this time we made 100% sure that no pieces of him made it out. He's dead for real now."

"Status of former foes is irrelevant" Omega said as he walked up to the group. "Must focus our attention on present threat."

Omega then readied his arm-mounted machineguns, targeting a dozen of the creatures that were now charging at him. He opened fire, the storm of high-caliber bullets tearing through the creatures, gunning them down quickly and easily. The rest of the shadow-beasts attacked, and the heroes responded in kind, Team Dark supporting them.

**-**_**SCENE BREAK**_**-**

The group of 15 headed back into town, some sporting a few cuts & bruises; it was certainly an eye-catching sight, and many townsfolk turned to stare at the three newcomers, who ignored it. Among the group, introductions had been made on the way back. They headed through the town and to AJ's farm, for some (relative) privacy. Once there, they all holed up in the barn.

"So," Sonic said, "what's this about a new foe?"

"Whatever it is," Shadow replied, "it's powerful enough to endanger this world _and _ours. This is partly because, in a cross-dimensional sense, the two worlds occupy the same point in their respective space-time. That's why it's possible to cross over between them. And it's why if this dark entity gains a solid foothold on one planet, it'll be able to easily assault and ravage the other."

"Any idea what it is?" Rainbow Dash asked.

"No," Rouge replied, "but it's old; much older than Black Doom or the Chao Guardian Chaos."

"How'd you find out about it?" Knuckles asked.

"There was the disembodied spirit of a girl who called herself Tikal" Shadow answered. "She claims to periodically check up on the physical realm from time to time, to make sure civilization's still holding itself together. She informed me. …Just in case, we brought these."

Shadow held out his hand, and in a flash of light the red Chaos Emerald appeared. Rouge called forth the white Emerald, while the violet Emerald came out from Omega's storage compartment.

"So we've got all seven now" Sonic said. "What do we do now?"

"Our only option is to wait for our foe to make their first move" Omega replied. "It will be completely undetectable until that happens."

"So make yourselves at home, guys" Sonic said to Team Dark. "It may be a few weeks before anything happens."

"I'll stay with Miss Rarity!" Rouge said happily.

"Oh no, ya don't!" Knuckles said. "You'd steal every gem in the whole damn house!"

"Why would she steal my gems?" Rarity asked.

"I never told you, did I?" Knuckles replied. "On this world, gemstones and things like gold, silver, platinum, and such are common enough to be used as decorations and dragon food, but on our world they're very rare and quite difficult to mine. As a consequence, they have a _lot _of monetary value. And Rouge here is a highly accomplished thief who prefers to focus on gems – the more outlandishly shiny and expensive, the better."

"Oh, come now" the bat said. "It's not like the desire consumes me. I'm quite capable of not allowing my desire for those _lovely _gems to distract me from mission parameters. I am a trusted government agent, after all, and they wouldn't assign the missions, importance, and clearance that I possess to some impulse-driven kleptomaniac. You're just sore over that incident with the Master Emerald."

"You took one look at one of the most sacred relics of my people, the controlling equal & opposite of the Chaos Emeralds, a _mobile magical nexus_, and could only think 'gee, I wonder how much I could get for that?'!"

As Knuckles and Rouge continued to bicker like an old married couple, Sonic led the rest of the group away.

"Sorry about that, girls" he said. "Those two tend to get into it like this every so often. Let's just ignore them until they calm down."

"If those two don't have feelings for each other on some level," Applejack muttered, keeping one ear on the argument, "I'll take a bite out of my hat."

"Eeeeyup" said Big Macintosh, standing right behind Applejack and Fluttershy.

AJ jumped and cursed, holding a hoof to her chest; Fluttershy squealed and then her body locked up, toppling over (Sonic could swear he heard the sound of a goat bleating).

"Give us all heart attacks, why dontcha?" Rainbow Dash snapped.

"Jeez!" Tails said. "How can someone so big move so quietly?-!"

"Sorry" the stallion said as he helped Fluttershy to her feet. "Old habits die hard."

"I will take up residence at the warehouse at the southwest border of the town" Omega declared.

"I guess I'll stay here at the farm" Shadow said. "Nice and quiet. That okay with you two?"

"It's fine" AJ and Big-Mac said at the same time.

"Bat-Girl could stay at my place, I guess" Rainbow Dash said.

"Hey, Rouge!" Sonic shouted. "You mind stayin' with Dash?"

"Hm?" Rouge pulled herself away from the argument. "Oh… Oh, alright."

"Okay!" Twilight clapped her hooves once. "Now that we have lodging sorted out, let's help familiarize our new guests with the area."

"I'll send a letter to the Princesses to tell 'em what's happened," Spike said, "though I'll bet one or the other already at least knows these three are here."

**-**_**SCENE BREAK**_**-**

**Several weeks, Fluttershy's brief modeling career, a trip to the Wild West, a phoenix incident, a new assistant for Twilight, and a Pinkie-Pie psychotic episode later**

(AN: Yeah, I truly am sorry that, despite hours of wracking my brain, I couldn't think of what to do with those episodes and the Sonic crew)

Sonic sighed. "Man, I hate these boring types of parties…" he said, fiddling with the bowtie around his neck (he'd basically put it on in addition to his normal gloves and shoes, and stated it was the fanciest they'd ever see him look.

"Don't say that, Sonic!" Amy replied, standing next to him in a body-hugging red dress. "There's still the… No… And when… Wait, no… And the…" She sighed. "You're right. It _is _boring…"

"It's not all bad, though" he said, and then pointed across the hall, where Tails and Cream were sitting together, enjoying each other's company.

"Yeah" Amy giggled. "Those two…"

There was a sudden commotion as, convinced her little musical number wasn't going well, Pinkie randomly chose to stage-dive… right onto the handle of the cart carrying a huge Applejack-made cake. The massive cake was, obeying the laws of physics, catapulted clear across the room. Sonic and Amy's eyes followed the huge confectionary as it flew in an arc, right towards…

"Oh, dear" Sonic said.

Thankfully, even after Prince Blueblood grabbed hold of the white mare as a living shield, Rarity's recent training to prepare for the inevitable "new threat" meant that she reacted quickly enough to cast a shield-dome spell, which the cake disintegrated messily but harmlessly on impact with, leaving her clean and dry. However, she then leapt away from Blueblood, turned around to face him, and _let him have it_.

"_You… YOU RANCID SON OF A BITCH!-!-!_"

Rarity's voice, magically amplified, drew the attention of every single pony (and Sonic, Amy, Cream, & Tails) in the room. She slowly walked towards Blueblood, her horn and eyes glowing a pale blue and the tiles beneath her feet crumbling and cracking, the pieces floating up to orbit around her. Blueblood's eyes widened in fear as he sensed the raw power emanating from the enraged mare who was now advancing on him.

"All I wanted tonight, all I'd look forward to, was to meet a proper gentleman and be treated with the care and respect and dignity that a lady _should_. Instead, I get stuck with the most arrogant, ignorant, intolerant, narrow-minded, narcissistic, self-absorbed, idiotic, uncultured, cowardly, chauvinistic, worthless excuse for a stallion to ever defile this planet with his presence! Years of hoping and dreaming, all shattered into a billion pieces over the course of 80 minutes! And, to end it all, you have the _gall _to use me as a _living shield _just so you don't get your over-groomed coat messed up, placing me in the path of an airborne pastry with such mass and speed as to potentially give me a _concussion_!-! _After all you've done to me this night, I OUGHT TO FLAY YOU ALIVE __**YOU WORTHLESS BASTARD!-!**_"

Applejack's jaw had dropped. "Holy sh*t…"

"About damned time someone went off on that pompous idiot…" Octavia muttered. "And with the Royal Canterlot Voice, even…"

"S-Stay back!" Blueblood muttered, terrified, as he backed away. "Please! Don't kill me! I w-was only…"

"Thinking of yourself?" Shadow said in a low, dangerous tone from right next to Blueblood.

Blueblood screamed and leapt back… bumping into the base of a large statue, which began to slowly topple over. There was a blur of motion as Rainbow Dash appeared underneath the falling statue, catching it in her back despite it being several times bigger than her. Unfortunately, it was too heavy for her, and she began to stagger about, losing her balance. Two blue-and-yellow blurs accompanied Spitfire and Fleetfoot of the Wonderbolts dashing in to either side of her, helping her support the statue. All three breathed a sigh of relief… and then the statue split in half down the middle and fell to the floor on either side of the trio with two loud thuds.

"Well, it was worth a shot" Spitfire said.

The doors nearby opened, and Celestia & Twilight walked in, having a look around at the minor disaster(s) unfolding.

"…Well…" Twilight said. "It can't get much worse, right?"

On cue, a stained-glass window higher up shattered as two entities, locked in combat, burst through it and into the ballroom. Fluttershy, her mane messed up and her dress torn, leapt away from the red-eyed, black demon with an obviously-broken arm and several other wounds. Shadow leapt into action, a Homing Attack finishing the thing off. There was an unearthly howl as dozens more of the things began to leap into the area through the broken window while more bust in through the door to the gardens, and the aristocrats began to panic.

"Why did I say anything?" Twilight murmured.

"Guards!" Celestia shouted, and 10 Royal Guard pegasi appeared. "Escort the civilians out of here!"

"Yes, ma'am!" all 10 replied in unison, saluting with their wings. They then began herding the various socialites out into the southern hall, fighting off any demons that got too close. As the last of them left and the doors started to close, Rouge and Knuckles ran through the closing doors and into the fight, unleashing their power on the shadow-demons. Rarity, Dash, Pinkie, and AJ joined the battle, and soon Omega and Trixie rushed in from the gardens, catching the enemy off-guard from behind, the latter unleashing a lightning-laced telekinetic shockwave while the former fired his arm cannons. A burst of fire from above signaled Philomena's entry to the battle, frying six of the shadow-demons. Another, much larger burst of fire from Celestia obliterated two-dozen while leaving everything and everyone else completely unharmed/undamaged by the flames, even if they were caught in them.

Against such a large, powerful, and formidable assortment of defenders, the horde – large though it was – was quickly wiped out, little waves dashing themselves futilely against ship-sized rocks. The ballroom was somewhat the worse for wear, but definitely reparable.

"They're getting bolder" Trixie said. "Usually, up until now, they've waited until two or three of us are otherwise alone… Not that it helps them, of course."

"Have we confirmed there were no casualties amongst the civilians?" Shadow asked.

"They focused all their attention on us" Dash replied. "Once the up-tights were out of the ballroom, they were home free."

"…Well, though it didn't end in any way close as I would expected," Celestia said, "I'm just glad that stuffy, dull get-together is over and done with early. As soon as the proper personnel get here to handle the situation, what say we all head somewhere more casual and actually enjoy ourselves and each others' company?"

"Now that's my idea of a good time!" Sonic said.

**-**_**SCENE BREAK**_**-**

Two days after the minor disaster that was the Grand Gala, most of the group was enjoying a considerably more laid-back affair back in Ponyville. They had all come to the town's most bustling club, where an unofficial (i.e., no reward except bragging rights) contest was being held for local musicians. The 'contestants' so far had been respectable. Now, however, a new group was in the middle of their one-time performance, and – judging by the crowd – were the best yet. Sonic was lead vocal and lead guitar, and he had Rainbow Dash as backup for both; Knuckles had the bass, Pinkie was on the drums, and Cream, of all people, was participating with the violin.

"_In this world (His world!),_

_Where one is all,_

_In this world (His world!),_

_Nothing can go wrong!_

_In this world (His world!),_

_Where compromise does not exist,_

_In this world of worlds, every step meets the risk!_"

As the performance continued and then came to an end, cheers erupted in the crowd. It was plainly obvious who was winning this one.

**-**_**SCENE BREAK**_**-**

Sonic and his group were making best speed for Canterlot Peak. Four days earlier, they'd all been sent by Celestia to investigate a potential lead into their mysterious new foe on the semi-official border with gryphon territory, as well as lending their skill to defusing a potentially volatile situation with the gryphons that had been building lately. They'd accomplished the latter without incident, but found nothing of note with the former. On their way out, Shadow had sensed a powerful and malevolent presence emerging in Canterlot and later making its way down the mountain to Ponyville. Now, they were all rushing home.

Suddenly, as the town came in sight over the horizon, a massive rainbow-hued dome of magical energy formed around it and then pulsed outward with a bright flash. Everyone came to a stop.

"That dark presence…" Shadow said. "I can't sense it anymore…"

"Heh" Sonic grinned. "I guess the girls didn't need our help with this one after all."

"They could be hurt, though" Amy said. "Let's hurry back!"

Everyone picked up the pace, hurrying to the town. When they got there, they found many of the townsfolk confused and disoriented, and some had clearly been traumatized by something, but they were all unharmed. The group soon found the six Element-Bearers in the center of town, exhausted but unharmed.

"What the heck happened here?" Tails asked.

"Just vanquished a dark spirit of chaos" Twilight replied breathlessly. "It's kind of a long story."

"Where are Trixie and Spike?" Rouge asked.

"Trixie's still in bed with the flu, and Spike's… not exactly in tip-top shape right now, either."

"Care to fill us in?" Sonic asked.

"Help us back to my library, and we'll talk."

The eight off-worlders promptly helped the worn-out ponies to their feet and began escorting them to the library.

**-**_**SCENE BREAK**_**-**

Beneath Canterlot, something stirred.

**-**_**CHAPTER END**_**-**

New threat revealed next chapter


	5. What Is and What Is To Come

And now we find out just who is presently all up in Sonic's business.

Sorry about the huge wait; I ran into a Reaper-sized writer's block ("**YOU WRITE BECAUSE WE ALLOW IT. AND YOU WILL BE STUMPED BECAUSE WE DEMAND IT.**") regarding the boss fight(s) in this chapter.

DISCLAIMER: I OWN NOTHING

**-**_**CHAPTER START**_**-**

Sonic sighed sadly as he stared up at the vacant cloud house in the sky above Ponyville, gradually coming apart without anyone to maintain it. After Discord was re-petrified, things had been – by Ponyville standards – run-of-the-mill. The town-wide brawl set off by Twilight's brief psychotic episode, the re-introduction of Princess Luna to the public on this world's equivalent of Halloween, Apple-Bloom's brief encounter with an obscure disease, Rainbow Dash's acquiring of a pet…

And then came the "Mare-Do-Well Incident".

Trixie and Sonic's group had been out of town handling another mission from Celestia, and had come back to find the townsfolk talking about the recent happenings… and nothing but bad things about Dash. They'd promptly grilled Spike and the girls. Sonic was _furious_, his rarely-seen anger at such a base and cruel-hearted betrayal of his friend's trust leaving Twilight cowering. Dash's local reputation had been completely and utterly destroyed, as had her self-confidence. It turned out that Pinkie, Fluttershy, and Rarity had been against it the moment they realized just how far Twilight planned to go, and Applejack came around after seeing just how dismissive, spiteful, contemptuous, and… _hateful_… the townsfolk had become towards Dash, to the point that some were using her name as a slur, and just how bad the pegasus had taken everything. Just four days after the incident, after realizing just how badly she'd screwed up, Twilight was guilt-stricken, and tried to apologize.

It failed. Twilight refused to allow anyone to heal or conceal the black eye she now sported from Dash's kick. The next day, Rainbow Dash was gone, having flown the coop to manage weather over Appleloosa, to get away from the "former" friends who'd "betrayed" her, leaving behind a threat to break the legs of anyone who tried to stop her or bring her back. Pinkie and Scootaloo took it the hardest, the former with her mane & tail-fur near-constantly flat and dull, and the latter refusing to come out of her room at her home, not even to see the other Crusaders, which was worrying the hell out of her mother, as well as being beyond furious with Twilight. The one time the librarian tried to apologize to her resulted in Scootaloo knocking a tooth out and actually breaking Twilight's tail; it had taken Big Macintosh's incredible strength (he happened to be passing by when the one-sided altercation was taking place) to pull the enraged filly away before she harmed the off-guard and wounded Twilight even worse.

The "away team" got back to Ponyville three days after Rainbow Dash left it behind, and the signs of Dash's absence were already starting to make themselves known. Now, it had been a full week, and they were even more apparent. Sonic's anger at Twilight had faded some, but only because he could see she was already torturing herself over it and didn't need his input to feel bad/worse. Without Dash to do a lot of the heavy lifting, the weather-maintenance ponies just couldn't keep up anymore, and the days gradually became more & more cloudy and overcast. The townsfolk's harsh remarks at Dash's apparent laziness came to a dead halt when, at a town meeting, Shadow told _everyone _how Dash's spirit and faith had been broken to the point where she "gave up" on herself and on Ponyville and headed out west to the desert. After that, the amount of negative comments about Dash in day-to-day conversations plummeted. As it sank in with everyone just how badly Dash had been affected, the general mood came to match the dreary skies.

Just yesterday, the gang had returned from Canterlot, where they'd all celebrated Twilight's 20th birthday… and nearly ruined Rarity's chance to win over potential customers there, until the local rich guy turned out to be the farthest from "arrogant, close-minded snob" that Sonic had ever seen in a wealthy person (Amy even referred to him as "the anti-Blueblood"). Sonic shook his head, clearing out his present sulking thoughts, and hopped to his feet. He took off on a "light" run at a "leisurely" 150 miles per hour to clear his head, zipping down the grassy hill he'd been lounging on and heading along the border of the town.

However, as he passed by the border to the forest, near Fluttershy's cottage, he saw something pitch-black moving around near the trees. He changed course, halved his speed, and headed for it. Sure enough, it was a shadow-demon. He grinned and came in with a Homing Attack, smashing the beast into a tree, where it slid down and then burst into black particles. Sure enough, nearly two dozen of the bastards then came out of the shadows (literally) all around Sonic, surrounding him, their glowing-red eyes all focusing on him. He leapt into action, taking down one with a kick to the head, and then bouncing off another one, wounding but not destroying it. He Homing-Attacked three of them, destroying them, and an uppercut stunned a fourth.

Suddenly a boulder, wreathed in a green glow, came flying in out of nowhere, flattening five of the shadow-demons as it did. Sonic looked in the direction it had come from, but saw nothing. A long-fallen tree, stripped of its branches and the end filed into a sharp tip, came hurtling from the other direction, also glowing a faint green, and impaled itself through six more of the hostiles. Sonic then, following a hunch, looked in a direction perpendicular to the projectiles' points of origin, and sure enough he saw the person responsible, walking… no, _floating _towards him and the shadow-demons surrounding him.

He was a silver-furred hedgehog, his quills sticking out and up. His irises were a golden color, yet distinguishable from the shade that Darkness-corruption caused. White and navy-blue shoes with turquoise toes, gold ankle & wrist bracelets with teal-blue lines, and teal circles on the palms of white gloves completed the look. He looked to be slightly younger than Sonic, despite being an inch or two taller. He made a palm-up rising motion with his hand, and the ground beneath the demons seized and lurched upward, knocking them all off-balance. Sonic took the chance and Stomp-Attached four more of them before the rest could get back up. A black blur smacking into and through three more signaled Shadow joining the fight.

Between the three of them, it was a quick and brutal one-sided affair. As the dust settled, Sonic & Shadow walked up to the newcomer.

"Those were some pretty fancy tricks you pulled off, kid!" Sonic congratulated.

"I have a feeling you're not just here to make friends" Shadow said.

"No, I'm not" the boy replied. "My name is Silver. I'm… I'm from the future."

"The future?" Sonic was a tad shocked. "Are you serious?-!"

"Yes. …And so is the situation that brought me here. If you two could gather your allies so I would only have to explain things once…"

"All right" Shadow replied. "Head to the apple orchard on the west end of town, and go to the barn; we'll all meet up there."

**-**_**SCENE BREAK**_**-**

30 minutes later, the whole gang (minus the missing Loyalty Element) was gathered in the barn near Applejack's house. Silver noticed that they all seemed rather solemn; when he dared to ask why, the blue unicorn explained that "a short-sighted mistake by some of us cost us all a friend", and left it at that.

"So…" Knuckles said. "Let's hear it."

Silver sighed as he took a seat. "As I told Sonic & Shadow, I'm from their world's future – 85 years, to be exact. The world is in utter ruin; less than eight percent of the population is still alive."

Everyone gasped.

"W-What caused this?" Cream asked.

"The emergence of an extremely powerful dark entity was responsible. Very little is known about this daemon, other than that it supposedly came from _this _world, and was able to cross over because of the two worlds' cross-dimensional proximity."

"Is it Discord?" Twilight asked.

"No" Silver replied. "According to records, this thing is far older and more powerful; in fact, it destroyed Discord when he tried to challenge its power."

Everyone was shocked silent as they processed all this.

"What about me?" Sonic asked. "And Shadow? Didn't we try to stop it?"

"You couldn't. Because when the creature emerged… it killed both of you before you even knew what was happening."

Amy almost fainted.

"I'm… dead?"

"Yes. You two were the only ones capable of accessing the true, full power of the Chaos Emeralds, enough to threaten the Beast. So it took you out preemptively. With no-one else capable of harnessing the Emeralds' powers, it was uncontested, and ravaged the world."

"But what about us?" Pinkie asked. "What about the Elements of Harmony?"

"It may have come from this world," Silver said, "But it lay low until it could gather strength clandestinely and then hop over to our world. There, it gathered more power until it could kill my timeline's Sonic & Shadow when they were caught off-guard. Then it spent about a decade or so settling in and growing more & more in power, before it finally attacked this world. It picked off my timeline's Element-Bearers one at a time, not giving them the chance to unite and unleash the Harmony Elements. And then it did to this world what it did to mine. Between both worlds, there are now less than 500,000 sentient beings still alive, and the number is dwindling further by the day.

"We don't know what it is, what it wants, or where it came from. All we know is that it's turned both worlds into blasted hellscapes. But I know a way to stop it, and that's why I used the Master Emerald's last shred of ancient power to jump back to here & now. If I can prevent Sonic & Shadow's deaths, I can break the chain of events that lead to that horrible future! You two will be able to beat this thing _before_ it can become unstoppable! And the power of the Harmony Elements could help us even more!"

"…That last one won't work now" Shadow said. "One of the Element-Bearers was the 'lost friend' Trixie mentioned. With how badly hurt she felt, it might be _years _before Dash decides to try returning, if not _decades_."

"Oh…" Silver looked slightly despondent.

"Hey" Sonic said, trying to sound cheerful. "Relax, kid. Me and Shadow _should _be enough… right?"

"I… suppose so. …I hope so."

"We'll just have to find out" Rouge said.

"Could this new threat be connected to the shadow-demons we've been seeing around the past couple of months?" Tails asked.

"If they're the ones that tried to attack Sonic when I showed up, then yes; those are the Beast's foot-soldiers."

"Well, now that we know he's coming, he won't be able to catch me or Shadow off-guard and take us out! And even if he tries to overpower us the old-fashioned way, you'll all be there to get our backs, right?"

The rest of the group nodded, including Silver.

"We… should inform the Princesses" Twilight said.

"Already set" Spike replied, holding the scroll he'd been writing on since the conversation began. He breathed out a burst of magic fire, sending the message on its way to Celestia. Less than a minute later, the reply came. Spike looked it over.

"She wants us all to come up to the castle tomorrow so she can debrief Silver in person" Spike said.

"Why don't I show you around town," Knuckles said to Silver, "introduce you, explain things to you?"

"That'd be alright, I guess."

**-**_**SCENE BREAK**_**-**

Celestia and Luna stood inside the meeting hall as the group entered and walked up to them… minus one.

"Where is Rainbow Dash?" Luna asked.

"An plan by Twilight Sparkle to teach the Bearer of Loyalty a lesson in humility went terribly awry," Omega replied, "destroying her self-confidence and trust in the other Bearers, and leaving her the subject of unending ridicule, distrust, and hatred amongst the townsfolk. She has left to manage weather over a desert settlement out west, leaving behind threats of grievous bodily harm toward anyone who attempts to retrieve her."

"Is this true, Twilight?" Celestia asked her student, her voice as stern and serious as after the "Lesson Zero" incident as she noticed the still-healing black eye on her cowering protégé.

"…I screwed up…" Twilight whimpered.

"We'll fill you in on the details later, Your Majesties" Sonic interrupted. "For now, I think the coming problem that Silver here informed us of takes precedence."

"…Very well. If you would tell us what you told them, Mr. Silver?"

And so he did. He answered any questions the two sisters had to the best of his knowledge, and they gave him reports on the attacks by the shadow-demons over the last few months.

"**Interesting tale, boy.**"

Everyone jumped at the sudden voice from nowhere.

"W-What the hell was that?" Knuckles said.

"I sense something in the gardens!" Luna shouted.

"That energy…" Silver muttered. "No… Not here! Not now!"

In a flash, Celestia teleported the entire group to the gardens, toward the back; Discord's petrified form was visible a fair distance away. A shadowy, amorphous being faded into existence in front of them, a "body" apparently composed of semi-solid black smoke, and glowing red eyes staring down at them.

"**I would have preferred more time to ready myself before being revealed,**" it said in a deep, flanging voice, "**but your interference has forced my hand, psyker. …Ah, Luna; my previous host. Very few have survived my expulsion, and fewer still retained their sanity after it. You have commendable strength of will.**"

"You're…" Celestia's eyes widened. "You're the abomination that made Nightmare Moon…"

"**And Nightmare Vulcanus, and Nightmare Xe'thot, and Nightmare Abyss, and Nightmare K'Dar, and an uncountable number of others in my eons of existence, roaming the various realms. I have taken many hosts – an alicorn, a Jiralhanae High-Chieftain, a Draconequus, a Rachni Queen, a Xel'Naga, a Forerunner 'Builder', more than one human, and many others. I have stood back and witnessed the fall of over a dozen interstellar civilizations, the collapse of five realities, and the deaths of more beings than have ever existed on this planet.**"

"What do you want?" the elder Princess asked.

"**To gain enough power to manifest a physical form of my own, free of the need for a host to unleash my full power. The power to raise tsunami and flatten mountains with the wave of a hand, the power to bring thousands to their knees with my mere voice, the power to return worlds to the chaotic darkness from which all creation was spawned! The abundant Cosmic Background Magic these two worlds are swathed in will be more than enough to accomplish that! …But, in my current state, I lack the power to accomplish these things. So I shall take my leave and gather my needed strength elsewhere for now.**"

"And what makes you think we'll let you leave?" Sonic asked.

"**Because you'll be too busy dealing with someone else to chase after me.**"

In a whorl of black smoke, the entity disappeared… and reappeared right next to Discord's statue, raising a glowing, clawed hand toward it.

"No!-!" Celestia cried out as she and the others ran at him, blasting beams of Holy magic. But they couldn't hit him in time. The black claw settled atop the statue's head, and Darkness magic radiated out from it and into the petrified form. There was a concussive wave of magic that knocked everyone back and off their feet.

"I wasn't expected to be free again so s-WOAH! I thought your kind was wiped out by the Precursors 500,000 years ago!"

"**Most of us; out of the 14 of us who existed before then, seven survived. They have since been destroyed, the last shortly after creating me, so only I remain.**"

"So what's the occasion, Mr. Tall, Black, & Ethereal?"

"**I have need of your… unique services, to keep these mortals occupied.**"

Discord grinned as he sized up the group of ponies staring and glaring. "Well, well. The sisters and the wielders of the Elements of… Wait a sec; where's the light-blue one?"

"**Sparkle's attempt to teach Dash humility failed catastrophically; utterly betrayed and broken in spirit, the Bearer of Loyalty abandoned the group and fled westward. You need not fear the Harmony Elements this time.**"

Discord burst into laughter at this. "You mean even without my help, they _still _tear each other apart? Awesome! Ooh, and look at the black eye on her! …Hey, who are the bipeds?"

"**Warriors from the world that shares this planet's location in the next Realm over.**"

"World-hoppers, eh? …I'm surprised it's not humans. You know how unfailingly curious they are; can't leave anything new alone, always have to investigate every new pathway they stumble upon, every bit of someone else's old tech they find, every new law of nature they discover…"

"**I need you to keep them all occupied while I make my exit. If you can do that, I'll give you half of this galaxy when I finally acquire the power I seek.**"

"Aw, can't you give me Andromeda? It's got more people in it to have fun with!"

"**You're in no position to be making demands, whelp. You have only 28,000 years to your name, compared to my 204,000! Besides, after your failure the last time I freed you a few weeks ago, you're damned lucky I'm giving you another chance at all, and that I didn't blast your petrified form into its constituent atoms.**"

"Fine, _gramps_. You win; I'll play with these bugs for a while. But when I get half of this big disc, I want Eta Carinae; that star's set to blow up real good, and I want a front-seat show to the inhabited planets that are in the inevitable GRB's blast zone!"

"**Whatever. Just do your job.**"

The red-eyed black shadow-figure vanished from sight, leaving the Draconequus alone with the heroes. Sonic looked to Shadow, who nodded, and they both stepped forward.

"Hedgehogs, eh?" Discord raised an eyebrow. "And you've each got two pretty powerful Old Magic artifacts stored inside you. …This could be _fun_…"

Discord focused his energies, and then let loose a pulse of power. It shoved everyone except Sonic and Shadow away, locking them outside of the dome that now encapsulated the three of them; however, the two moved quickly enough to grab hold of Tails and Rouge, respectively, keeping them in. Things began to shift and warp randomly within, chunks of the ground floating and taking odd shapes. The four heroes took combat stances.

(BOSS MUSIC: _Sonic Unleashed_ OST – "Egg Dragoon")

"Time for a boss battle, suckers!"

Discord made the first move, unleashing a storm of energy beams that began to randomly zip about as they approached the quartet, changing directions every half-second. The four all went different directions, and three beams pursued each of them. Tails and Rouge flitted about through the air, while Sonic and Shadow ran in randomized patterns that the beams still managed to track them through. Shadow quickly tired of things, pulling out an Emerald.

"Chaos Control!"

In a flash of light, the black hedgehog disappeared, the trio of beams dissipating into nothing upon losing their target. He reappeared in the air behind Discord, and fired a burst of energy from the Chaos Emerald in his hand. Discord could not get out of the way in time, and snarled as the blast actually caused him – _him_, of all beings! – pain. Without their master's concentration, the other tracking beams fizzled out. Discord teleported out of the way of a Homing Attack from Shadow, reappearing on the other side of the warped garden.

'That gem…' he thought to himself. 'Two with each hedgehog, one with each of their two little friends, and a seventh with the little red guy with dreadlocks outside… And what's more, they're leaving their wielders immune to most of my powers; I can't corrupt or transform these guys! Are these things their world's answer to the Harmony Elements?'

"Is that the best you've got?" Rouge taunted.

"Hardly, my dear" Discord replied. "That was just the opening volley!"

He then lunged forward at Shadow, charging his body with Chaos Magic. Shadow leapt to the side, barely dodging a claw swipe, and a spinning blue ball rammed itself into the back of Discord's head from behind; Sonic then uncurled and lashed out with a kick to the base of the daemonic chimera's right arm. A pulse of power from Discord sent both hedgehogs tumbling away, landing on their feet unharmed. Sonic held a Chaos Emerald in his hand, channeling its power.

"Chaos Whirlwind!"

A swirling blue mini-tornado of energy enveloped Discord, blades of wind slicing at his flesh, until he managed to teleport out, appearing directly above and behind the blue hedgehog. Rouge swept in, grabbing hold of Sonic and pulling him out of the way just in time to avoid being smashed into the earth. At his insistence, she then Thunder-Shot him at the dark being, a spinning blue cannonball shrouded in electrical energy hurtling at Discord's face. Discord conjured a shield, which Sonic bounced off of, Rouge's energy-charge dissipating harmlessly.

Discord channeled power into his left arm, the eagle talons being supplemented by six-foot-long claws of magical energy. He charged again, but this time he teleported out. The four were looking to the sides, above, behind – everywhere he could come from. And then he reappeared directly in front of them, right where he would have been had he not teleported. They were caught off-guard, and the two hedgehogs barely reacted in time to raise Emerald-generated shields to keep themselves and their two friends from being impaled or bisected. They were instead sent flying, the shields shattering as they absorbed the attacks, tumbling to a stop. They got back to their feet and shook themselves off, just in time for Discord to fire his solid-magic claws at them as spears. Sonic pulled out both of his Chaos Emeralds, slamming them together; in response, a shockwave blasted outward, blowing the large projectiles off-course, sticking into the ground and walls harmlessly.

As the other three charged Discord to keep him occupied, Shadow focused power into one of his Emeralds, held in his hands. After several seconds, he thrusted the arm holding the Emerald forward, unleashing a blast of energy that blitzed toward Discord:

"Chaos Spear!"

The energy bolt smashed dead-on into Discord, exploding on impact. The Draconequus was knocked back, now visibly injured. Sonic used the opportunity to land a Homing Attack "uppercut", stunning the chimera. Then Shadow came in again, having launched himself somehow, and landed a crushing blow to Discord's face, knocking his one fang out and sending him tumbling. Shadow then pulled out both his Chaos Emeralds, hovered several feet off the ground with his Jet Boots, and began firing a barrage of energy blasts. Discord was hidden from sight in the dust cloud, yet Shadow could sense he was still in there, and continued his fire relentlessly.

Outside the barrier, Celestia stared in awe, her jaw hanging open; these four off-worlders were fighting the abomination who had trounced her & Luna simultaneously… and _winning_. Even with their tales of defeating the Water God Chaos, the Metal Overlord, and the full might of Black Doom, she could scarcely believe her eyes. Truly, they must be heroes on par with the Element-Bearers. And their artifacts, the Chaos Emeralds…

"Unreal…" Silver muttered. "I knew they were powerful, but _this _is… We might actually have a chance of pulling this off…"

After a while, the barrier separating the two groups faded away (AN: as did the battle music). Everyone else ran over to the four as Shadow came back down to ground.

"He's not done yet" Shadow said before anyone else could speak.

Sure enough, a swirling pillar of black and violet energy shot up into the sky from within the dust cloud. There was an unholy growl, and a tremendous malevolent presence was felt. A claw nearly three times the size it was previously, now with faded grey and purple colors, came out of the whirling darkness. Glowing red eyes and a shifting serpentine body were visible within.

"I guess he's taking us seriously now" Knuckles said.

"We've never seen this state of him," Luna said, her voice shaking, nor has he ever displayed this much raw power. Not even when my sister and I fought him with everything we had. He's _never _taken his foes seriously before."

"We're facing one of the most dangerous things in existence" Celestia said gravely. "A Draconequus enraged."

The pillar faded away, revealing Discord's full-power form. In addition to nearly tripling in size, Discord's head had shifted to more like that of an Eastern Dragon. Glowing red eyes over a mouth filled with huge fangs, eight wings – either black pegasus or bat-like –, a tail with large black spikes coming out of it, the claws on his three claw-bearing limbs lengthened and pitch-black, and anyone who looked too close to where one part of his body joined another their eyes would ache. His once-colorful body was now various shades of grey, black, and faded purple & blue.

"**A**rrogant **m**ortals! **Y**ou **t**hink **t**hose **f**ancy **a**rtifacts **o**f **y**ours **g**ive **y**ou **e**nough **p**ower **t**o **d**efeat _**me**_?-! **M**e, **t**he **p**ersonification **o**f **d**isharmony, **D**aemon **P**rince **o**f **C**haos, **r**ender **o**f **c**ivilizations, **w**ho **m**anaged **t**o **e**ffortlessly **a**nnihilate **t**he **r**est **o**f **m**y **w**eak-**w**illed **D**raconequus **b**rethren **w**hen **t**hey **d**ared **a**ttempt **t**o **p**ut **a** **s**top **t**o **m**y **r**ise **t**o **g**lory?-! **Y**ou **a**re _**nothing**_**b**efore **m**e!-! **A**ll **s**apient **b**eings **a**re **m**y _**playthings**_, **t**o **m**anipulate **a**nd **d**iscard **a**s **I** **s**ee **f**it! **I**f **y**ou **d**are **s**tand **a**gainst **m**e, **I** **w**ill **a**nnihilate **y**our **v**ery _**souls**_!-!"

"Do you have any idea just how many times I've been told something like that by who-knows-how-many different beings, only for me and my friends to flatten them?" Sonic shouted back. "You'll be just another name on the list!"

The raging daemon said nothing, instead taking off, flying straight up at great speed, disappearing into the clouds.

"He's trying to get to a spot high enough where he can hit anywhere on the continent from!" Pinkie said.

"What are we gonna do?" Twilight said. "Without the power of the Elements…"

Due to the sound of harmonizing magic, everyone's attention was drawn to Sonic and Shadow, who stood back to back… as the seven Chaos Emeralds floated, glowed, and spun in a slow circle around them. The spin grew in speed and the light in intensity, the circle tightening as the gems converged on the two. Faster and faster, closer and closer, until finally there was a flash of golden light. The Chaos Emeralds disappeared, and now the two floated off the ground, enveloped in blazing golden auras, their fur gold and white, the irises of their eyes now red. The power they were radiating was overwhelming to the girls, and even Celestia & Luna marveled at the sheer power.

"This is the true, full power of the Chaos Emeralds" Amy simply said.

"The word 'awesome' is so overrated…" Applejack muttered, her eyes as wide as everyone else's, "but this… truly inspires awe…"

Sonic turned his gaze to the Royal Sisters. "Wanna help?" he asked, his voice lacking its usual cheer but radiating calm confidence.

After several seconds of consideration, both of them nodded, their own auras – light-yellow and dark-blue – flaring to life. Soon, a quartet of blazing multicolored 'comets' shot up into the sky, in hot pursuit of the daemon who now menaced the world.

**-**_**SCENE BREAK**_**-**

Even though it was currently early afternoon, the sky for several miles around Discord was darkened, as if his mere presence repelled some of the Sun's light. Here, over 35,000 feet up, he had briefly leveled off to observe, to see if he had gained enough altitude to widen his range enough to allow him to strike a large enough portion of the continent for his tastes. He saw that he hadn't quite yet, and prepared to fly higher. However, he spotted a quartet of lights flying up at him: the alicorn pair, and the two hedgehogs who now overflowed with power.

(BOSS MUSIC: _Kingdom Hearts Birth By Sleep _(Final Mix)OST – "Hunter of the Dark")

"**S**o **y**ou **w**anna **p**lay **s**ome **m**ore? **A**lright… **I h**aven't **g**otten **t**o **k**ill **a**nything **s**ince **I w**as **l**ast **f**ree **h**ere 1,300 **y**ears **a**go… **Y**our **l**ife-**f**orces **w**ill **m**ake **a n**ice **a**ppetizer."

Luna made the first move, firing an explosive blast of raw magic as big across as her torso. Milliseconds after it launched, it was enveloped in a shell of Shadow's enhanced power, streaking through the air towards Discord. He raised a shield, and the sphere detonated against it with such force that the shield shattered, and the blast sent Discord flying back. He caught himself, snarling as he thrust his claw forward, firing a large beam of dark Chaos energy at them. They broke formation in response, dodging the beam and returning fire – bursts of Light and Dark magic from the sisters, and bolts of raw Chaos energy from the two hedgehogs. The storm of energy bolts, each as large as a head, came shooting at the daemon all at once from multiple directions. Some of Sonic's and Celestia's managed to get through his defenses, and he roared in anger and pain.

"**S**o **i**n **a**ddition **t**o **t**he **t**wo **r**ats, **y**ou **s**isters **h**ave **g**otten **s**tronger **s**ince **I** **l**ast **f**ought **y**ou, **a**nd **t**heir **g**ems **a**re **p**rotecting **y**ou **f**rom **m**y **p**ower…" he growled. "**T**his **m**ay **p**rove **t**o **b**e **a** **c**hallenge **a**fter **a**ll."

"_Nobody _calls me a rat…" Sonic murmured angrily, and he then unleashed a gold-tinted directed tornado of slicing wind at Discord. Discord responded with a roar that pushed back against the whirlwind, struggling against it. Eventually, the two attacks canceled each other out mostly; a small burst of slicing winds cut into Discord lightly, while a small shockwave sent Sonic tumbling backward through the air several meters before catching himself. Shadow fired a Chaos Spear, the golden-yellow projectile of semi-solid Chaos energy smashing into Discord from behind.

After barely withstanding the sudden pain of so much raw Chaos power hitting him off-guard, Discord sprang into motion, his serpentine form flying through the aerial battlefield. As he got Luna in his sights, he exhaled a huge sphere of shifting-colors fire that shot through the air toward her. She telekinetically pushed back at it; it came to a stop as it tried to push through, but it was too powerful for her to shove away by herself. The tug-of-war went on for several seconds before Sonic flew in and added his own force to it, timing a Chaos-supercharged kick with a telekinetic shove from Luna, and together they sent the fireball soaring off into the distance; it exploded, a flash of light faintly visible from the ground far below.

Sonic's golden aura brightened, and he flew towards Discord at great speed. He dodged a barrage of energy blasts and a claw-swipe, and came in with a super-speed punch that hammered Discord in the upper chest, sending him flying in the opposite direction. When Discord regained control and came to a stop, he found Shadow hovering next to him, glowing with red energy… which he then unleashed:

"Chaos Blast!"

The expanding explosion-wave of Chaos energy did quite a number of the Draconequus, who briefly plummeted before regaining control 2,000 feet later. A barrage of Celestia's fireballs, each the size of his head, hit him before he could react, damaging him further. And then Shadow and Luna flew in and began hammering him from all directions with high-speed blows, wounding him further… and keeping him occupied. Several hundred feet beneath him, Celestia was charging the most powerful attack she could muster – her "Fusion Sphere". Sonic hovered next to her, ready to charge the completed attack with his own power. Soon, a tiny miniature sun hovered in the air above Celestia's raised horn. She sent the telepathic message to Luna, who pulled out, Shadow following her.

Discord groaned as he lamented his lack of fast-acting regenerative powers; this beating would take decades to recover from. He suddenly sensed as a _massively _powerful blast of power, bearing the energy signatures of Celestia and the normally-blue hedgehog, came rushing toward him. Binds of Chaos magic from Shadow held him in place, and his eyes widened in fear as the cataclysmic bolt of energy came at him. The attack struck him, pushing him higher and higher up at great speed, until he was nearly 50,000 feet up; at the same time, the four below were diving to get closer to the ground… farther away from the blast radius. In the last few seconds, Discord sensed, to his great horror, that this would _not _petrify him. And he realized exactly what Nightmare had set him up for.

And then the Fusion Sphere, amplified by the Chaos Emeralds' power, detonated with a combined force of nearly 20 megatons, Holy and Chaos magics going off in a blinding display of power. There was an unearthly sound as a reality-distorting wave of wild Chaotic power joined the explosion – a dying burst of daemonic energy. Discord, last of the Draconequi, Daemon Prince of Chaos, had at long last been utterly destroyed.

Far away, Nightmare felt satisfaction. He had known from the start that his knight-turned-pawn could not have survived the powers brought to bear against him. However, in death Discord had fulfilled his purpose: distraction. The 200-millenia-old entity now cloaked itself from detection, settling in overtop a "minor" planetary magical nexus and beginning to feast on the excess power radiating from it.

**-**_**SCENE BREAK**_**-**

In the Royal Garden, the quartet came in for a landing amongst the six girls and Team Sonic. Sonic & Shadow dispelled their transformations, the seven Chaos Emeralds now sitting on the ground around them. All four were exhausted, but victorious. Celestia felt more joy than she had in ages at having sensed the permanent destruction of one of the most monstrous foes in Equestrian history.

"Did you seal him again?" Rarity asked them.

"No" Shadow replied. "Discord is dead. He'll never trouble this world again."

The girls' jaws dropped; the power of the Chaos Emeralds was this strong?

"Come" the exhausted Celestia said. "We must figure out how to find and stop Nightmare… before he brings about worse devastation than Discord ever could."

The group headed into the castle, as high above the last ripple of chaotic power faded away, leaving the sky clear and blue once more.

**-**_**CHAPTER END**_**-**

As for how/why Discord was taken out so easily? A few reasons: Celestia & Luna are both considerably stronger than they were 1,300 years ago when they first fought Discord and petrified him; the power of Super Sonic and Super Shadow (Discord was actually slightly _below _Devil Doom or Chaos in power); and the fact that, plot-wise, Discord was a Mid-Boss / Disc One Final Boss, so of course he'll be easier to beat than the Big Bad.


	6. Dark Generals

Mass Effect 3 took a week to get through; _Naruto Ultimate Ninja Storm Generations_ took nearly double that due to my perfectionist traits ("I don't care how many times I get my ass kicked or how many days it takes me; I am _not_ leaving this game alone until I've beaten Advanced/Ultimate Survival!"); as a matter of fact, as of posting (3/24/12, half past noon USPT) I'm not done yet with NUNSG Advanced Survival. But I'm back.

**-**_**CHAPTER START**_**-**

After a couple of hours' rest and talk, Celestia informed the group that a few of her Familiars had located a trio of planetary magical nexus points that bore dark energy signatures overtop them – not powerful enough to be Nightmare, but leagues above the daemon's foot soldiers. Tails dubbed them "Dark Generals". After a little planning, everyone (with the exception of the Princesses, who would be staying at Canterlot for a few days to recover the energy they expended helping Sonic & Shadow kill Discord) split into four groups – Sonic, Tails, Knuckles, and Twilight Sparkle would deal with the Dark General at the "Cold Desert" nexus up north; Shadow, Rouge, Omega, and Rarity would handle the DG at the 1,500-year-old ruins of a gladiatorial arena within ancestral pegasus territory; Silver, Applejack, Spike, and Fluttershy would take on the DG in the White-Peaks mountain cave system; and Amy, Cream, Pinkie, & Trixie would be stationed at Ponyville in the somewhat-likely event of Nightmare sending forces to attack the town while it was comparatively under-guarded. All three groups were teleported by Celestia to points near their objectives.

**-Team Silver-**

The odd group of a bipedal hedgehog, an earth-pony, a pegasus, and a juvenile dragon skulked through the cave, Silver projecting green-hued "flashlights" from the rings on the palms of his gloves; the other three stayed close behind him. Up ahead they could see what looked to be a particularly large chamber lit by phosphorescent crystals. They entered the chamber, to find it empty.

"I can sense the nexus' energy here," Silver said, "so we're in the right place. But… where's the Dark General?"

On cue, a large figure dropped down from the ceiling, landing on its feet with a thud. It was a bipedal thing, with a wide, muscular chest and huge, thick, muscled arms ending in wicked claws. Its head was like that of an ogre, with large fangs in its mouth and a set of four horns from the top of its head. Its legs, though well-muscled, were disproportionately small for its body. It roared a challenge at the intruders.

(BOSS MUSIC: _Sonic Adventure 2 _– "Masters of the Desert" (King Boom Boo's Theme))

"Had to say something, didn't you?" Spike said to Silver in a deadpan tone.

Fluttershy briefly cowered, but snapped herself out of that when she reminded herself what was at stake. "I can't see any obvious weak points" she said.

"Well, we'll just have to whittle 'im down 'til he drops" Applejack replied.

"At least he should be easy to avoid," Silver said, "considering how big and beefy he is."

With fate properly tempted, the massive ogre-like beast rushed forward with startling speed, closing the gap within seconds. Caught off-guard, the quartet barely got out of the way in time, as a massive fist cratered the ground where they had just been standing.

"Why do you keep saying these kinds of things?" Spike shouted at Silver.

"How can something so big and strong move so fast?" Silver said in disbelief.

The beast roared again, and then slammed both fists down hard into the floor. The cave shook, and several stalactites from above came falling down toward the four. Silver flashed out of the way of one and over to Applejack, pulling her out of the way of another; Fluttershy flew along the ground to dodge hers, swooping in and grabbing Spike before he could be crushed by the one coming at him. Silver telekinetically grabbed several large chunks of rock that had been a stalactite, and fired them at the beast. It raised its massive arms to block, and most of them deflected off them harmlessly; a few hit its stomach and the top of its head, but did little damage. One chunk hit the top of its left leg, causing a growl of pain and a comparatively-small but noticeable injury.

"Well, looks like we have a target" Silver said. "Go for its legs!"

Applejack charged, avoiding a horizontal swing and lashing out with a double-kick at the creature's right leg. There was a 'crack' and a howl from the beast, which then knelt down. Its eyes flashed with dark power, and several large chunks of rock broke away from the ground and floated up into the air. One smashed down at Applejack, forcing her back away from the creature. The other floating rocks shot through the air towards the four heroes, forcing them to scatter and nearly knocking Fluttershy out of the air. The yellow pegasus came around and dive-bombed at the beast's face, landing a blow that sent its head reeling back as she passed by. A fireball from Spike came flying in, hitting the creature in the stomach, the naturally-enchanted dragon-fire dealing not-insignificant damage to the dark being. It roared and its eyes flashed, and another floating boulder flew through the air at Spike, who barely rolled out of the way in time.

Silver telekinetically caught the boulder before it could roll to a stop, and threw it back with nearly double the force it was initially launched with. It impacted the creature in the chest, knocking it over onto its back. He then focused his power, a green aura surrounding him as all the large rocks created and thrown about in the fight floated up at his command. They floated directly over the creature, which was still struggling to get up, and then all came down at its head and legs. After several seconds, a dark pulse of power launched the pile of rocks away in every direction. The creature was heavily injured, and struggled to get up. Applejack rushed in and bucked its other leg, leaving it ground-bound again. Then a rather large green fireball surrounded by Silver's power struck the downed beast in the face. With one last howl, the beast went still. After several seconds, it dispersed into a shower of darkness particles which quickly faded from existence.

"Is everyone okay?" Silver asked.

The other three checked themselves over and replied in the affirmative. Soon, a large magical rune-circle sprang up in the middle of the cave chamber – the access point of the nexus. Applejack pulled the scroll Celestia had given her out of her hat, and Silver placed it down in the center of the rune and channeled his power into it. There was a pulse of golden-yellow light, and a sound like a giant door being locked.

"The nexus is sealed to all except the princesses and the Harmony Elements… for now" Silver said.

"Let's hope the others are doing their part" Spike said.

Fluttershy was staring off into the distance.

"What's up, 'shy?" Applejack asked.

"It feels like… something isn't right…" the girl replied. "W-We should probably head back to town now."

The quartet left the cave, Silver and Fluttershy taking flight, while the former carried Applejack via telekinesis and the latter let Spike ride on her back.

**-Team Sonic-**

The cold wind blew. All around were mountains and a few small glaciers, and the Sun's light was weaker than it was near Ponyville. Twilight was using her magic to keep herself warm, Tails and Knuckles were used to it due to spending time at high altitudes, and Sonic presently wore a (surprisingly comfortable) pink scarf Amy had made for him. Tails had described the area as "Antarctica Lite", and Sonic was inclined to agree; though nowhere near as cold as Earth's southern continent, this area had the other features of chilling, high-strength winds, and being classed as a desert due to scarcity of precipitation. Despite the temperature, there wasn't a snowflake in sight.

"Any idea how much farther we have to go before we find the Dark General for this area?" Twilight asked.

"_Who dares intrude upon the domain my Master set aside for me?-!_" a bombastic voice cried out.

"I'd say not very far" Knuckles replied in a deadpan tone.

In a swirl of black and violet smoke, a figure appeared, floating a few feet off the ground. It was about seven or eight feet tall, nearly all its features hidden by the blue and dark-violet robes it wore. From the end of one sleeve of the robe, a hand – scaly like a bird's talon, with three fingers & a thumb – grasped a silver staff tipped by an upside-down triangle of sapphire.

"_I am Rodok, elite disciple of Nightmare_" the being introduced itself with a grandiose, masculine voice, gesticulating as he talked. "_I know that you four seek to undo my glorious Master's grand plan, and for that I cannot allow you to leave this realm aliiiiive!_"

There was a dramatic wind from out of nowhere that made the figure's robes billow; considering that it coincided with a slight flash of light from the sapphire crystal topping the magical staff, it was easy to figure out where the random wind came from.

"This guy's as much of a ham as Eggman…" Knuckles muttered.

"_The nexus beneath these frozen grounds shall only be accessed by my Master! However, your heads shall look rather well on pikes surrounding it! Prepare yourselves for the eternal darkness of obliviooooon~!-!_"

(BOSS MUSIC: _Sonic Heroes _– "Egg Emperor")

Rodok made the first move, raising his staff high. The crystal atop it pulsed, and several 'arrows' of dark magic came into being and then shot forward toward the heroes. The quartet scattered, the projectiles ripping up the frozen ground where they'd just been standing. Before the dust had even settled, Rodok had swept his staff back and forth several times, each swing unleashing a cutting wave of fire at the heroes which they barely avoided.

"Okay," Sonic said, "so maybe he _isn't_ all talk."

Twilight conjured six swirling disks of fire and let them fly, buzzing through the air towards the dark mage. They split up, each coming at him from a different direction. Rodok swung his staff, batting away two of them. One grazed him in his left side, burning through his robe and him. In response, he let out a pulse of power that knocked the others away. Knuckles leapt high, Sonic & Tails curled up and held in his fists. He "launched" them down at Rodok, two fiery cannonballs that impacted solidly, knocking the dark mage back. Rodok growled as he held his staff aloft.

"_This place shall be your grave!_"

Several bolts of lightning shot out in various directions from the tip of his staff, striking at the ground; the heroes barely managed to dodge them. However, they remained connected to the staff, and instead of fading out like normal lightning bolts, these ones dug into the ground, and when they lifted up into the air each one was "holding" a large chunk of the frozen rocky ground. Rodok now had seven large, electrified flails at his disposal. One came swinging high at Tails, aiming to knock him out of the air, only for the _kitsune _to drop down to the ground, narrowly avoiding the crushing blow. Another came down from above at Twilight, who managed to teleport out of the way in time. Sonic Homing-Attacked one, shattering it, and Tails Thunder-Shot Knuckles into another, destroying that one as well. The remaining five then came at Sonic all at once. However, when the dust cleared Sonic was within a translucent purple barrier-spell courtesy of Twilight, who stood next to him.

The barrier spell shattered, and then the shards of it transformed into magical projectiles which shot toward Rodok at high speed in a deadly fusillade. They got past the electrified rock flails, only to impact a shield spell cast by the dark mage's free hand, splintering harmlessly against it. While Rodok was distracted, however, Knuckles had leapt up behind him, and now he struck. A massively powerful punch sent Rodok hurtling forward, making him lose his "grip" on the remaining five Lightning-Rock Flails, the five chunks of rock falling to the ground. The dark mage righted himself before he could crash, and thrust his staff toward Knuckles, unleashing a blast of ice. A fireball from Twilight intercepted it, canceling it out and sparing Knuckles any harm.

A Homing Attack from Sonic hit Rodok dead-on, dealing further damage, and a focused blast of telekinesis from Twilight struck him like a cannonball. A lightning-charged double tail-whip from Tails hit Rodok, and finally another crushingly powerful blow from Knuckles sent the dark mage tumbling. Finally, Twilight fired a huge blast of raw destructive magic. Rodok summoned a shield, putting all his power into it, and Twilight responded by trying to push the blast through the defense. Sonic pulled out a Chaos Emerald and fired a burst of Chaos magic from it at the tail end of Twilight's attack, giving it the push it needed to break through Rodok's shield and hit him directly, exploding violently. When the dust cleared, Rodok was sprawled out on the ground, coming apart into particles of darkness.

"_Master… Forgive me… It seems I shall not be able to see the world of darkness and ruin you promised, after all…_"

With that, he faded away into nothingness. After a few minutes' searching, Twilight located the nexus and then placed the seal Celestia had prepared for it. With that done, they began the trek back to Ponyville.

**-Team Shadow-**

The old stone-crafted arena, bearing what Rouge called startling resemblance to the Coliseum on Earth except in better shape, was carved into the side of a mountain. Well over a millennia ago, the pegasi had celebrated their time-honored warrior traditions with various contests and battles held here. Here, Pegasus warriors fought against other pegasi, wild beasts, the rare condemned criminal, and – during & shortly after the First Gryphon War (1,250-1,244 years ago) – captured enemy soldiers. As society had gradually evolved over the next several hundred years, however, the old arena had become less and less frequented, as interest in this sort of thing faded, and as newer arenas were built in the cloud-cities that came into being; the last major event here had taken place 800 years ago, on the 700th "anniversary" of the arena's opening. Nonetheless, the old coliseum was a protected historical monument for the pegasi; the attack force that had attempted to destroy it during the Second Gryphon War (765-761 years ago) had learned that the very hard way, and during the Third War (240-233 years ago) the gryphons hadn't even tried, the tales of the pegasus ponies' vicious defense of the site having been passed down over the generations; ditto for the Fourth War (26-24 years ago).

Fortunately for everyone involved, the dragons left the site alone during their lone war against Equestria 900 years ago, and the long-lasting treaty and personal friendship between Princess Celestia and King Spykoros the 4th had ensured no further major conflicts between the two species since then.

Four figures slowly walked across the dusty ground of the arena floor, the only living things around (well, one of them _technically _wasn't a living thing).

"Alert" Omega reported as he readied his machineguns. "Sensors detect the approach of an entity bearing the energy signature of a high-level underling of Nightmare."

The other three immediately went alert – rocks floated up off the ground and around Rarity, while Shadow & Rouge took their own combat stances. After several seconds, a swirl of dark energy sprang up in front of them. It died away to reveal an ogre-like creature about eight feet tall, a spiked club held in its clawed hand. It growled a challenge at them.

"That's the Dark General?" Rouge said. "This'll be easy…"

The ogre took a step forward… and suddenly something huge came in from above, landing atop the ogre-beast and destroying it instantly.

(Start – BOSS MUSIC – _Shadow the Hedgehog _– "Black Bull")

The new arrival, a massive, black-and-silver-furred wolf-like creature, fixed its glowing violet eyes on the heroes and let loose a near-deafening roar, baring its large and wicked fangs as its three tails whipped about.

"You were saying, dear?" Rarity said to Rouge with a deadpan tone.

The wolf-beast charged at them at great speed, forcing them to scatter to avoid being trampled. It skidded to a halt and turned around, firing a large "cannonball" of compressed air at Shadow. The black hedgehog narrowly twisted out of the way, and the projectile continued on into the side of the arena, blowing a 10-foot-wide hole upon impact. Omega opened fire as soon as he regained his bearings, a storm of .45-caliber bullets streaking through the air toward the wolf-beast. Against such a large creature, however, the hits did little damage. Rouge flew in, aiming for a gravity-assisted kick to the back of the beast's neck. At the last second, however, the wolf-beast moved so that the blow hit its thick skull instead, doing little damage. Rouge barely flew out of the way of the resulting counterattack.

"Chaos Spear!"

The golden-yellow spearhead of Chaos energy impacted the wolf-beast in the right shoulder, nearly knocking it over. The beast let out an angry snarl and charged at Shadow, storming across the arena at surprising speed. The black hedgehog took a stance and, at the last second, rolled underneath the beast, barely avoiding a tail-strike as he came out the other side. A spear of rock jutted upward from beneath the wolf-beast, courtesy of Rarity's magic, but it only managed to deal some blunt-force damage, failing to penetrate the creature's hide. Nevertheless, the creature leapt away, responding to the harm dealt to it by firing another "wind-cannonball" at Rarity, who barely got out of the way in time as it blasted away the spot where she'd been standing.

A barrage of rockets from Omega impacted and detonated along the wolf-beast's back, aggravating and causing pain to the creature. It roared and grabbed hold of a boulder with one of its tails, and then threw it at the war-droid with great force. Rarity telekinetically caught it and tossed it back at the beast, only for the wolf to leap out of the way. A Homing Attack from Shadow caught the beast in the side of the head, dazing it and allowing Rouge to land a rising kick that snapped its head back. The bipedal bat barely avoided the slash of the creature's fangs as it regained itself, having seen the scar on Trixie's body and not willing to receive her own. She flew up and away just in time for a massive support column (long since fallen from its original position, so it wasn't a vital thing ripped from its place) enveloped in Rarity's magic to slam into the creature's side, pushing it into the arena's side wall.

There was an enraged roar and a pulse of power that knocked the shattered pillar away. The wolf-beast stomped forward, now visibly injured. It planted its four paws firmly on the ground as if bracing itself. It then reared its head back while curling its three tails forward… and motes of white and black light began to very rapidly coalesce into a large sphere hovering above its open mouth.

"No way…" Shadow said in shock, eyes wide as he sensed just how much power was being gathered. "That's enough power to obliterate this entire arena five times over! We can't stop that!"

The swirling dark-purple sphere grew to larger than the wolf-beast's head, and then began compressing. The creature prepared to fire… when a blue and yellow blur smacked into its chin from below. The beast lost hold of its attack, which fired into the air rather than at its intended targets. The dark sphere shot high into the sky and then detonated, a brilliant flash and a tremendous bang accompanying a shockwave that almost knocked down an arena wall even with the distance gained. The quarter's savior flew down to them, revealing himself to be one of the Wonderbolts – Soarin', if Rarity remembered correctly. Two more flew in to attack the creature – Spitfire and Fleetfoot. Their flying tackles and kicks did little more than aggravate the beast, however.

"Thanks for the save" Rouge said to the pegasus.

"My pleasure" Soarin' replied. "That demon's trying to destroy our race's historical monument?"

"Actually, it's after the magical nexus that's _underneath _this place" Shadow said.

"Well whatever it's after, we won't let it have it. You guys have any plan on how to destroy that thing?"

"…I have an idea" Shadow said. "It's risky, and it's not guaranteed to work, but it's the only thing I can think of. I need some time to set it up, however. Rouge, Omega, I'll need your Chaos Emeralds. After that I'll need Rouge and Rarity to help me charge this up."

"We'll keep the wolf-thing busy" Soarin' said as Omega handed Shadow his Emerald and then went to join the blue pegasus. Soarin' took to the air while Omega jetted forward while firing his machineguns. Meanwhile, Spitfire scored a "Razor Wing" hit on the wolf-beast's face just below its right eye; a dark-purple glow came out instead of blood. Shadow explained his plan to the girls, who nodded and got into position. A spinning "Drill Tackle" from Fleetfoot smashed into the wolf-beast's left shoulder, grinding away for a few seconds before she was then swatted away by a tail-strike. The white-furred Wonderbolt shrugged it off and got back in the fight. A rocket-propelled punch from Omega hit the wolf-beast across the face, and another razor-wing strike from Soarin' slashed across the creature's legs. They continued these "minor" attacks for several minutes.

"Everyone, get clear!"

Alerted by Rouge's shout, those engaging the wolf-beast broke off… just in time for a whirling cannonball to come flying in toward it at great speed. Shadow, in his curled-up form, enveloped in the power of three Chaos Emeralds, charged by Rouge's Thunder Shoot, and propelled by Rarity's magic, had perfect timing as he entered the wolf-beast's roaring mouth… and came out the other side. Cored clean through, the wolf-beast stumbled about, unable to make sound due to its throat being pretty much destroyed by the high-velocity magically-overcharged projectile that had just punched through its body. Finally, it keeled over, landing on its side with a thud. After a few twitches, it went still and then began dissolving away into particles of darkness.

The group congregated in the now-quiet center of the arena, Shadow panting lightly from exertion. Before anything could be said, the nexus reacted to Shadow's mental will and sprang into visibility – an enormous, glowing-white magical rune that encompassed the entire arena floor. Shadow wordlessly pulled out the seal Celestia had given him and placed it down, activating it. With that, the nexus was quickly sealed. Suddenly, however, his head shot upward as he sensed something.

"What's wrong, Shadow?" Rouge asked. 

"…We need to get back to town. Immediately."

"Why?" Rarity asked, sounding worried.

"Because there's a fourth Dark General approaching Ponyville."

**-**_**SCENE BREAK**_**-**

On the grassy hill overlooking Ponyville, a hoard of dark creatures gathered. Standing at the head of them, a full-armored bipedal figure, around six feet tall, observed the town. He drew his sword and pointed it forward at the town, and the creatures obeyed, rushing down the hill and heading toward their target.

**-**_**CHAPTER END**_**-**

I _could have _added next chapter's fight scene(s) to this one, but that would have taken about another nearly-a-week, and I've made you guys wait long enough.


	7. Loyalty

Frickin' term paper took _forever _to make…

SEE CHAPTER 1 FOR DISCLAIMERS

**-**_**CHAPTER START**_**-**

Ponies of all ages moved about, following the evacuation protocols the hyper-organized Twilight had come up with weeks ago. Some pegasi had spotted from above the horde of dark creatures approaching Ponyville and had quickly spread the word. Now, everyone gathered in large groups, preparing to move to dedicated 'safe-zones'. Not everyone had gotten to safety yet, which was very bad as the offensive scouts of the enemy had already arrived. Trixie and Amy were doing their best to hold them off while Pinkie and Cream tried to hurry the townsfolk along.

There was a crack as Amy's hammer struck another shadow-demon, sending it tumbling into the side of a house. The wall survived the impact; the demon didn't. Trixie bowled her way through several more with a lightning-charged tackle, destroying some and stunning the others. A rumbling drew the two girls' attention, and they looked… and felt mild horror at the sight of another, considerably larger wave of hostiles approaching.

"We can't hold off that many long enough for the others to get to safety…" Trixie whispered.

"We have to try!" Amy replied.

The duo fought their hardest to keep the enemies from advancing, but some of them managed to get by, heading toward a group of evacuees, while their compatriots kept Trixie and Amy too busy to run to the civilians' defense. Having fallen behind from the group, Scootaloo's eyes widened in fear as around a dozen of the beasts came straight at her… and a multi-colored blue smashed into them from above, kicking up a dust cloud and sending the shadow-demons flying in various directions.

"_Leave. Her. Alone._"

The feminine voice, speaking in a low, dangerous tone, sounded rather familiar to Scootaloo. Everyone looked as the outline of a pegasus could be seen inside the slowly fading dust cloud, her body sparking with a few small bolts of electrical magic. The obscured figure beat her wings once, blowing away the cloud and revealing herself, her lean and muscled body tensed as her slightly-glowing magenta eyes glared at the enemy. A little ways away, Pinkie stared, shock giving way to relief and joy, and Scootaloo's eyes widened and grew moist as she gazed upon her savior, her heroine, the mare thought lost:

"Rainbow Dash!-!"

Scootaloo's shout was heard by many of the ponies who were in the middle of fleeing toward safety zones, and they all turned to look, seeing that the girl they had so cruelly driven away had indeed returned, and from the looks of it she was now stronger and more serious & focused than ever. Pinkie, Cream, Amy, and Trixie ran over to her.

"Girls" Dash said, her voice low and steady. "Get the rest of the townies to safety. I'll handle these guys."

"By yourself?-!" Amy replied. "No way!"

"You won't be able to get everyone clear without all of you pitching in to help in that" Dash snapped. "I can handle this. I've been training – to make myself faster, stronger, tougher… so I won't be too late to help anyone anymore. These guys are cannon fodder; at the least, I can hold them off."

"…Amy, stay and help Rainbow" Trixie said. "I'll join the evacuation efforts."

"Alright" the pink hedgehog replied, gripping the handle of her hammer.

"Pinkie" Dash said without turning away from the slowly advancing horde. "Keep her safe."

The pink pony nodded as she scooped up Scootaloo and ran off with the retreating crowds, Cream and Trixie joining her. Dash's body crackled with barely-contained energy; though the pegasus couldn't use it to the extent that a unicorn could, Trixie wasn't the only one with a Lightning-type elemental affinity. Her wings spread wide, held up at a 45-degree angle as the feathers shifted, the leading edges becoming thin & sharp as that particular type of pegasus magic made them into deadly blades capable of slicing through dragon scales like heated knives through butter.

"Come on, you bastards" she muttered. "Come at me."

Several seconds later, the horde broke upon the two like waves against rocks. Rainbow Dash struck again and again, each blow packing enough power to one-shot its target, her training having increased her physical strength to levels rivaling Applejack or Lightning-Armored Trixie. Her movements were as fast as ever, but had a touch of grace and economy of movement that they previously lacked. Amy was getting her fair share as well, hammer strikes and homing-attacks taking down shadow-demons at a respectable rate. But the real star was Dash; the blue pegasus' hooves sparked with power as she dashed forward a few feet above the ground, blitzing through a line of enemies, her wings slicing through several of them that her electrified forelimbs didn't take out. She flew up over the crowd at the end, and then dived back in from a different angle. She repeated this several times, taking out a significant amount of the shadowy beings with very little effort. Still, however, the horde kept coming.

After several minutes of this, Rainbow Dash and Amy stood in the square that would have been overflowing with demons' bodies were it not for the fact that the creatures dissolved away into nothingness upon destruction. Both were panting for breath, having used up quite a bit of energy. Suddenly, a figure appeared on the battlefield, slowly walking toward them. It was a tailless biped around six feet tall, clad head to toe in black armor that concealed its entire form. A black-bladed sword was held in its right hand, and a pitch-black aura of Darkness clung to it. He stopped a couple-dozen feet away from them.

"Who and what is that?" Dash snarled.

"There's a new threat on the loose" Amy replied. "This is one of the new threat's Dark Generals."

"Technically, the threat is something you would see as an 'old threat', Miss Dash" the armored figure said in a smooth male voice. "My Master is the entity who possessed the being that you call Princess Luna; she was the latest of the countless sapient beings Master has taken as a host over the last 200,000 years. Each of us 'Dark Generals', as your hedgehog friend calls us, is based upon one of Master's previous incarnations. I am the form of Nightmare Tyralus, the form Master took upon possessing a human soldier of the Al-Hazred Imperium around 1,400 years ago."

"…So blasting Nightmare Moon only exorcised the corruption instead of destroying it…" Rainbow Dash said with comprehension.

"Why would you come here?" Amy said, pointing her hammer at the man. "The Dark Generals went after planetary magical nexuses, and there aren't any of those in, under, or near this town!"

"I and the demon-soldiers assigned to me were sent here to slaughter the population so as to demoralize the Harmony-Element bearers, to sap their will to fight so Master's plan could progress without their interference. I was not expecting the one whose confidence and will were shattered so thoroughly by her former friends to arrive and bar my path."

"…I'll admit, I don't know why I'm here" Dash said. "I'll have to figure out later just what the hell got in me and drove me to return to a place where I'm hated."

"You won't be alive to discover those answers, girl. Your re-entry to the playing field means the Harmony Elements are again a potential factor against my Master. I will kill you here & now before that threat can take form."

"You will try…" Dash readied herself to fight. "And you will fail."

"We shall see…"

(BOSS MUSIC: _Kingdom Hearts _OST – "Destiny's Force")

The demon-in-the-form-of-a-man raised his sword and charged. Amy rushed forward to meet him, blocking his downward sword swing with her nigh-indestructible hammer. Rainbow Dash attacked next, hitting him with a flying tackle. Tyralus rolled with the blow, swinging his sword to launch a blade of black wind at the pegasus, who narrowly dodged it as she kept moving. He then barely avoided a homing-attack from Amy, and she in turn dodged an attempt by him to bisect her vertically. Rainbow Dash came in again, stopping right in front of him. She ducked under a sword-swing aimed at her neck, and then lashed out with a blur-fast punch at his head, accompanied by a 'crack' sound as her fore-hoof broke the sound barrier milliseconds before impact. The attack struck Tyralus in the helmet, part of it shattering from the force. A pulse of dark power sent Dash back, giving Tyralus some room.

Descriptions from Sonic and his friends had given Rainbow Dash a basic idea of what 'humans' looked like: bipedal tailless primate-descended beings with five-digit hands with nails (as opposed to the clawed, four-digit hands of dragons and gryphons) with head-hair ranging from blonde to black, and furless skin with color ranging from pale pink or peach to dark brown, and eyes much like ponies' except with more narrow color range. However, the part of Nightmare Tyralus' face revealed by his broken helmet (namely, the right eye and some of the surrounding area) was quite different. Though his hair was an unremarkable black, his flesh was unnaturally pale, practically bone-white, and his visible eye was glowing red with black sclera and a pupil that was slit like a reptile's. Dash surmised that these were the effects of Nightmare possessing a human, much like Nightmare Moon's drastic difference from Princess Luna in terms of appearance and structure.

"Impressive…" he said. "Most impressive. Were it not for my armor, that blow would have shattered my skull. You are stronger than the memory data master gave me stated you to be. Were this a fair fight, I might have significant difficulty here. However…"

He stabbed his sword into the ground, and a horde of Nightmare's shadow-demons sprang up from the earth, surrounding Dash and Amy.

"I have no intention of fighting fair."

The shadow-demons all moved in at once, Tyralus accompanying them. Amy and Rainbow Dash flew back into action, striking out as quickly and precisely as they could. However, fighting both Tyralus and his underlings at the same time was proving more difficult than fighting either of the two alone. It wasn't long before the pegasus and the hedgehog were both spotting surface wounds that they did their best to ignore. Help came, however, in the form of a half-dozen attack dogs made of blue lightning charging in, three attacking some shadow-demons and the other three latching onto Tyralus and shocking him. The next announcing of Trixie's presence was her lightning-charged clothesline flattening an alicorn-sized shadow-demon before it could impale Amy on its two bull-style horns. Rainbow Dash reacted to a high voice shouting "Dashie, behind and up!" and dodged an attempt by another shadow-demon to blind-side her, and Pinkie then leapt in, landing at Dash's side, looking dead serious (her mane & tail halfway deflated, even).

"I just got you back" the pink pony said to Dash. "I am _not _going to lose you again!"

"What about the townsfolk?" Amy asked.

"They're all safe" Trixie replied. "An Equestrian Army squad from the base halfway up Capital Mountain arrived, and they're protecting the civilians."

Unbeknownst to the quartet fighting, several of the town unicorns had worked together to cast a "camera spell" that 'broadcasted' the fight to the ponies in hiding, using large mirrors and attached speakers to see & hear the action.

"Come on, Dash" Scootaloo muttered, eyes wide and transfixed on the 'screen'. "You've got this."

Back at the fight, the addition of two more defenders had evened the odds a little, especially as Trixie added her strength and lightning-based techniques to the task; she and Rainbow Dash were taking down the most shadow-demons, and the blue unicorn had managed to deal a blow that crumpled Tyralus' chestplate. Tyralus responded by ordering all of his shadow-demons to focus their attention on Trixie, Amy, and Pinkie, while he focused solely on Dash. Both combatants were injured but still ready & able to keep fighting. Dash's forelegs and wings crackled with lightning-type magical energy, and Tyralus shifted his grip on the hilt of his sword.

Tyralus made the next move, disappearing in a flash of super-speed movement. Rainbow Dash leapt to the side, avoiding by inches a strike meant to slice her in half, the dark sword cleaving into the ground where she'd been standing. He lashed out with a kick, his leg catching her in the chest and sending her tumbling several feet, but she managed to come out of it with all four hooves on the ground. Rainbow Dash struck again at the same speed, hitting Tyralus in the chest and further damaging the chestplate of his armor. He reached down and ripped the heavily damaged piece of armor away, tossing it aside and revealing a black cloth-like under-layer that clung tight to a muscled chest. He lashed out with a sword swing that cut a shallow cut across her chest, a line of red soon standing out amongst the light-blue fur. Still, she fought on, ignoring the pain.

A shadow-demon went hurtling overhead in an arc, courtesy of a double-kick from Pinkie. Before it could hit the ground, Amy hit it with a hammer strike that knocked it into a small group of the things, resulting in four shadow-demons destroyed. Trixie was firing beam-blasts of lightning-charged pure magic from her horn in addition to her physical attacks with her Lightning Aura; Pinkie had briefly wanted to use Trixie as a living gatling gun, but the fact that the unicorn's Lightning Aura was indiscriminate in who it shocked upon touching her put the kibosh to that idea, so the earth pony was content to help Amy in bludgeoning and bashing shadow-demons into submission.

The parallel battles wore on for several more minutes. As the shadow-demons were thinned out, Tyralus had erected a barrier field to keep the others out as he continued his one-on-one against Rainbow Dash. Both of them were now worse for wear; Dash had a few more cuts on her body and was pretty sure she had a hairline fracture in one of her right wing's bones, while Tyralus had taken some heavy blows and had also lost the rest of his helmet along with much of his right arm's armor. Both of them were panting and tired, yet neither of them would stop or give in. They charged each other again, getting into a close-range slugging match, Dash's electric-charged hooves and Tyralus' sword adding a new dimension to the brawl. As the last of the shadow-demons outside fell, the other three came up to the edge of the transparent barrier, watching and listening, hoping & praying for Dash's victory.

The two broke apart, staring each other down for several seconds. Then, Rainbow Dash's body crackled with lightning-type magical energy, while Tyralus' body seethed with pitch-black power. They charged toward each other, and met in a clash of energies that threw up a screen of dust. When the dust slowly settled, one could practically hear Pinkie's mane & tail completely 'deflate' at what was now seen. The three observers could do nothing but stand completely still, in horrified silence at what they were seeing. Rainbow Dash and Nightmare Tyralus were standing directly in front of each other (the former on her hind legs), Dash's fore-hooves resting just in front of Tyralus' hands on the base of his sword, which had been driven through her chest up to the hilt. She coughed, and blood spattered on the armor of his arm.

"Well fought, girl" he said, panting for breath. "Had you gone up against anything less than a Nightmare, you'd have survived this day. You've earned this warrior's death."

"I'm… not finished yet…" Dash whispered.

With that, she slowly moved her fore-hooves up, and the split-second before they touched his exposed arm he saw them spark with power, but he could not react in time. They made contact, and instantly Rainbow Dash channeled power directly from her mana core, converting it into a devastating surge of magic electricity that surged from her hooves and down the sword presently stuck inside her and then into & through Tyralus' body, the combined force of the high voltage and the energy signature of an Element of Harmony quickly cooking his body from the inside out, sparks shooting out of his eyes, ears, and mouth. With a final twitch, the dead body of Tyralus keeled over backward, smoke rising from his body. Within a few seconds, his body dissolved into particles of darkness, fading away into nothingness. The barrier fragmented and dissolved away, allowing the three onlookers to rush to Dash's side as she fell to the ground, the sword inside her staying put despite its owner's death. Amy went to remove the sword.

"Don't touch it!" Trixie snapped. "If you pull that thing out, she'll lose blood even faster!"

"D-Dashie…" Pinkie whimpered, kneeling at the blue pegasus' side, tears in her eyes.

"I… c-couldn't let everyone here die" Dash whispered. "Even after everything they've all done to me… I wouldn't have been able to… live with myself… And I guess now… I won't live at all."

"Don't say that!" Pinkie's voice was wavering as tears fell freely. "You're everything to me! _I can't lose you_!-!"

Suddenly, there were five different-colored lights in the air above Rainbow Dash. Pinkie, Amy, and Trixie looked up, and saw Sonic walking toward them, arms outstretched and palms raised. Five Chaos Emeralds floated above Dash, slowly spinning as their glow intensified. They soon spun faster, and tendrils of energy formed between them, connecting them. The tendrils then lanced downward into Rainbow Dash's body, her barely-conscious form floating a few inches off the ground. The sword came free, falling to the ground, but no blood flowed from the hole through her torso. Instead, each and every wound she had was infused with a glow of power that shifted between the colors of the five Chaos Emeralds. Before everyone's eyes, the wounds began to rapidly heal, the hole sealing shut as organs, muscle, and flesh were repaired to good as new. The "lesser" wounds were healed as well, cuts sealing shut and bones mending.

"Miraculous…" Twilight Sparkle muttered, standing along with the other members of the away teams. They had arrived right behind Sonic, just in time to catch the beginning of the Emeralds' healing of their lost friend.

After around half a minute, the light died down and Rainbow Dash slowly floated down to the ground, lying on her back. The five Emeralds returned to Sonic. Several seconds later, Rainbow Dash slowly opened her tired eyes. The first thing she saw was Pinkie's face hanging over her, mane flat and eyes wet. The pink pony then pounced, grabbing Dash in a near-crushing hug while sobbing in joy and relief. Dash soon felt as five other ponies rushed in and latched on, all of them spilling out apologies and pleas for forgiveness. It wasn't long before the townsfolk began spilling out of their hiding places as well, begging for forgiveness and apologizing from the bottoms of their hearts. Rainbow Dash could see and feel a little orange filly squeezing her way into the central group hug; Fluttershy gladly shifted so Scootaloo could properly get into it. Dash held the little girl close as she clung to the older pegasus for dear life.

While the girls were having their group hug, Amy walked over to the sword lying on the ground. It had changed drastically in appearance; the blade had changed from black to blue-tinted silver, and the guard now bore a wing motif with a three-toned lightning bolt in the center. It seems that exposure to the Chaos Emeralds and to Rainbow Dash's core energy signature had 'purified' it.

"I think this is yours now, Rainbow Dash" Amy said as she held the sword up. Dash's head poked out from the group hug, and her eyes widened at the sight.

"It's so shiny…" she muttered. "I have a sword. I have… a sword. …_So awesome_."

Suddenly, out of nowhere, a swarm of glowing purple magic binds popped up, catching everyone by surprise and holding them in place. The group began to panic as they looked around and vainly struggled.

"_You were all fools to presume me dead…_" Rodok said as he floated toward them all, the head of his staff glowing, sporting visible injuries except those from Twilight's finishing blast. "_It was difficult for me to cast the Illusory Substitution spell in that instant before the blast that Sparkle fired struck after breaking my shield, but I succeeded with it. Now I can do what Tyralus, Bytor, and Blackfang could not…_"

He raised his staff high, charging power, as the group tried to break free of his binds. However, there was a sudden, massive blast of pink and blue light that struck Rodok from behind, engulfing him. His scream was quickly silenced as the powerful magic consumed him, wiping him from existence. The bind spell broke apart, freeing everyone.

"I'm sorry I've been gone for these last few months" a female voice said. "I had to stop the zebras and the wildebeests from going to war with each other. Celly has filled me in on what's happened, however."

The group turned to see an alicorn walking towards them, about the size of Luna or a few inches shorter, with light-pink fur and purple, pink, & yellow mane and tail. Most of the populace knelt down in reverence to one of the three Princesses of the land. Twilight's reaction, however, was to break out into a childishly gleeful grin and run up to her.

"Cadence!"

The alicorn smiled and held her forelegs out as Twilight joyfully leapt into them, the two hugging each other tightly.

"It's been so long!" Twilight said. "I haven't seen you in nearly three years!"

"I know, and I'm so sorry for that, Twilight. With you throwing yourself into study, and my time spent either helping Celestia & Luna run Equestria or traveling the world to stop conflicts, we hardly see each other anymore. I've missed you so much. But I'm back and I'm here now. Whatever else Nightmare throws at you and your friends, I'll be helping you."

The two of them hugged for a little while longer, and then walked over to the group.

"Twilight…" Rarity said. "Why did you never tell us you were on close & personal terms with _another _member of the triarchy?"

"Um…" the purple unicorn sheepishly rubbed the back of her head. "You… never asked?"

"I used to babysit her when she was little" Cadence said, to the surprise of many. "I was taking a few-years break from globe-trotting and decided to do a little babysitting on the side. That's how I met Twilight. She was always my favorite filly to foal-sit. And when she became Celestia's student, I got to spend even more time with her! Unfortunately, as time went on conflicts started brewing around the world again and I had to set out and put a stop to them before they could devolve to actual bloodshed. I visited Twilight as often as I could, but… things kept happening on both ends to keep us apart. I just got back from a five-month mission to stop the wildebeests and zebras from going to war against each other over territory and resources."

"I hope my people did not give you much trouble, milady" Zecora said as she walked out from the crowd. "I have heard of the increasing tension with their neighbors lately."

"I was able to prevent bloodshed, Miss…"

"My name, fair Princess, is Zecora. I am a shaman, utilizing the local flora."

"I…" Twilight looked sullen as she spoke again to Cadence. "I suppose Celestia told you about… my mistake… my failure…"

"We can think about that stuff later, Twilight" Rainbow Dash interrupted, sounding rather tired. "I'm still angry at you, but I've forgiven you. We'll work from there." She then finally noticed Silver. "Who are you?"

"My name is Silver the Hedgehog" he replied. "This is gonna sound strange, but I'm from the future. Nightmare ravaged my timeline, because he managed to kill Sonic & Shadow in an ambush and then pick off the Harmony-Element bearers, and then he unleashed his power on this world _and _Earth. I came back to stop all that by ensuring Sonic & Shadow survive."

"Time travel? …Meh, not the weirdest thing we've heard. So… what was that bright flash high in the sky yesterday? I saw it from clear over Appleloosa."

"That was the death of Discord" Shadow replied.

"…What."

"Nightmare unsealed Discord" Fluttershy explained to Dash. "But Sonic and Shadow used the seven Chaos Emeralds to unlock their super-forms – the ones Sonic told us about when he first came to this world. They, Celestia, and Luna pursued Discord up into the stratosphere, and the four of them together were able to not only defeat him, but a combined blast from Sonic and Celestia actually destroyed him completely."

"…How much else have I missed out on?"

"Twilight's 20th birthday party, I had a nasty experience with what happens when dragons lose themselves to greed, and we found out Granny Smith actually helped found Ponyville" Spike counted off on his fingers.

"So… What now?" Pinkie asked cautiously, her mane & tail slowly returning to their natural, poofy state.

"Honestly?" Rainbow Dash said. "I feel exhausted right now. The Emeralds healed my wounds, but they didn't get rid of the tiredness from using all that energy and from the adrenaline wearing off. I'm beat. I feel like the second I lay down again, I'll be out like a light in seconds."

"Wanna crash at my place, Dashie?" Pinkie asked. "If it's okay with the Cakes, that is."

"Of course it is" Mr. Cake said as he walked up, the very pregnant Mrs. Cake close behind him. "You can stay as long as you feel you need to."

"Which will probably be at least a few days," Mrs. Cake added in, "considering the effect wind and such have had on your cloud-house in the time you've been gone. It'll probably take a few days for the other pegasi to repair it, depending on how many volunteer to."

Immediately, at least three-dozen pegasi raised a hoof.

"Thanks" Dash said with an eyes-half-open smile, struggling to stay awake. Cadence telekinetically lifted the girl onto her back and then looked to the Cakes, who nodded and began leading her to their bakery/home, Pinkie Pie following. By the halfway point of the short journey, Dash was already asleep. There was a fast-moving patch of smoke shooting up to Canterlot as Spike sent a situation report up to the other two princesses.

In the Red-Claw plains inside gryphon territory, Nightmare let out a quick, subdued evil chuckle as he located a planetary magical nexus.

**-**_**CHAPTER END**_**-**


	8. Crisis

Silly heroes; don't you know that you shouldn't relax until the Big Bad has been dealt with?

SEE CHAPTER ONE FOR DISCLAIMERS

**-**_**CHAPTER START**_**-**

The next four days after the foiled attack on Ponyville were spent in peace. Celestia & Luna, having recovered from the exertion of helping Sonic & Shadow kill Discord, had decreed that the group could take the time to rest and recuperate, as well as to patch things up with Rainbow Dash, as Nightmare had dropped off the grid for the moment. Twilight had briefly made herself into Dash's personal slave in penance, only for the blue pegasus to tell her to knock it off halfway into the second day, finding it just too annoying to put up with and telling Twilight bluntly that she would have to find some other way to ease her own guilty conscience. Pinkie was at Dash's side near-constantly, sometimes chattering in her own way but mainly just being there for & with her. Silver and Sonic had given Dash and Cadence a more detailed explanation of events up to present.

The peace and calm would come to a brutal end very soon.

The whole gang was finishing up a picnic at Flutter Field (Cadence and Rarity thought it cute how Dash actually let Pinkie feed her a little) when Spike suddenly coughed up a letter from Celestia. They all gathered around to read it:

"_Everyone, we have a very serious problem. Nightmare has deceived us. While you were all taking down the four Dark Generals he had going after well-known Planetary Magical Nexuses, he was busy gaining control of another nexus that Luna & I were unaware of in gryphon territory. Furthermore, he then traveled between the realms and to Sonic's world, where he has clandestinely gained control over two nexuses there, one sharing the same geographical coordinates as the one in the gryphons' lands. Now he has returned to this world, and is aiming to gain control of the other corresponding nexus outside Manehattan._

"_You MUST get there IMMEDIATELY, and stop him from gaining control of that nexus, or he will be able to tap into the worlds' ambient mana and dramatically increase his power. Time is short!_"

Everyone had gone pale by the end of the message, shock and mild panic setting in. After several seconds, this gave way to a teleportation circle beneath everyone's feet, as Cadence's power flared. In a flash of pale-blue light, they all vanished.

They reappeared on a hilltop overlooking Manehatten, the sprawling metropolis looking unharmed for the moment. Twilight took position and began her Scanning Spell, trying to locate the planetary magical nexus before Nightmare could. As she scanned, everyone stood nervously, waiting.

Suddenly, without warning, Silver lunged into movement, appearing between his two fellow hedgehogs and shoving Sonic & Shadow in opposite directions and away from him… allowing the dark-magic spears aimed for their torsos to miss them completely. Silver grit his teeth as the one meant to kill Sonic grazed his side, drawing blood but causing no serious damage. He telekinetically leapt up high just in time to avoid the spears' detonations, landing beside the shocked others. Sonic actually looked a little spooked as it sank in that he had just escaped death thanks to Silver; Shadow was more in control, but his widened eyes spoke volumes.

"_**Somehow, I had a feeling that wouldn't work.**_"

Everyone looked toward a nearby patch of dead grass, where a large and familiar shadowy figure materialized, eyes glowing red.

"So that's Nightmare…" Rainbow Dash murmured, her body tensing as she prepared to defend herself.

"_**Glad you could all come. Now I have an audience for my ascension.**_"

"What makes you think we'll let you reach the final nexus?" Knuckles said, taking a fighting stance.

Nightmare smirked. "_**Because I already have.**_"

The dark semi-ethereal figure pulsed, and in response a massive magical rune-circle popped up directly beneath him. He'd been hovering a few inches above the nexus the whole time. Cadence and the unicorns immediately began firing blasts of magic at him, joined by Shadow firing Chaos Spears and Omega releasing a rocket barrage. Nightmare simply raised an ethereal hand and pointed it toward them, and the attacks splashed harmlessly off of a transparent magical barrier. His power flowed into the nexus, and a few seconds later the nexus' power flowed back into him.

Nightmare threw his head back and laughed in triumph as the four-nexus connection between the worlds was completed, and both planets' magic flowed into and through him, his power skyrocketing. Power began gathering at his call, a titanic spell preparing to be unleashed. Cadence immediately cast the strongest shield spell she could manage around the group, hoping that it would withstand being at Ground Zero for what was about to happen. The seven Chaos Emeralds, acting independent of any command, added their own power, reinforcing and supercharging the shield to the point where it became opaque.

The wave of dark magic raced out at the speed of sound, engulfing the city and surrounding areas. The sky turned red, and the fabric of space-time was visibly distorting in a distinctly unnatural manner. When it was over, Manehatten had been transformed into something out of Hell. When the shield spell came down, Nightmare had disappeared, heading to parts unknown. The group stared in shock and horror at the warped city below. After several seconds of shocked silence, everyone found themselves teleported to just outside the city by/with Cadence.

Up close, a major new complication was made apparent. Several unfamiliar structures were not only mixed in with the known Manehatten buildings, but some of the buildings – old and new – were phasing in & out of existence. In addition, among the handful of dead bodies (the work of Nightmare's demons now rampaging through the city), some of the bodies were ponies but others were humans.

"The barrier between dimensions is damaged…" Shadow said. "Manehattan and Mission City are twisting together."

"…Why not Manhattan?" Sonic said after several seconds.

"Despite the names," Tails replied, "apparently Manhattan and Manehatten _don't _share a geographical location on the two worlds. Go figure."

Cadence took to the air. "I'm going to head in and help survivors" she said. "The rest of you, make your way to the far end of the city. I'll meet you there." With that, she took off, flying deeper into the dimensionally-distorted metropolis, blasting a few aerial demons who thought to bar her path. The group made their way a little ways into the city, finding a burning hellscape with rubble, fire, and even some lava awaiting them.

"Alright, everyone" Sonic said. "Watch yourselves. If you see any survivors, help them out, but otherwise keep moving. Okay, let's go!"

(MUSIC: _Sonic 2006 _– "Crisis City")

They split into three separate groups, all heading in the same direction: Sonic, Tails, Knuckles, Fluttershy, Spike, & Twilight; Shadow, Rouge, Omega, Rainbow Dash, Rarity, & Pinkie; and Silver, Amy, Cream, Applejack, & Trixie. A large group of Nightmare's demons stepped out to engage them, only for the determined force to easily bust through them, Knuckles and Silver getting the most kills. Sonic took off at his usual speed, Tails & Knuckles keeping up with him while Fluttershy carried Twilight (who used a spell to lower her own mass and make herself easier to carry) and Spike in flight and managed to keep pace with the blue blur, the seriousness of the situation compelling her to fly at her best.

They all advanced into the city, taking different paths at different (but fast) paces. Shadow's group took down another group of demons (Omega's machineguns and Shadow doing most of the work) and then made their way over a lava-filled gap (Dash carried Rarity & Pinkie, Rouge carried Omega, and Shadow simply ran along the side of a nearby building). A pack of worm-like fire creatures awaited them, only for a rocket barrage from Omega and a burst of conjured water from Rarity to destroy them. They continued on, picking up speed, and Pinkie used her earth-pony strength to kick down a damaged piece of building wall standing in their way, knocking it down on top of and crushing a few smaller demons that had been waiting in ambush. The group didn't even notice the dying creatures as they sped past them.

Silver's group had taken to the rooftops, moving along the high route toward their destination; Silver and Cream flew over the gaps while carrying Applejack (telekinetically) and Amy, respectively, while Trixie simply relied on her Lightning-Aura-enhanced speed to make the running jumps necessary to cross the gaps (with Silver keeping an eye out in case she didn't make any jumps, so he could catch her). Halfway through a particularly long jump, it looked like Trixie wasn't going to make it… until her Lightning Aura extended outward from her back to form a pair of wings, with which she glided the rest of the way; they weren't nearly strong enough for her to fly under her own power, but she could at least glide with them. A squadron of flying demons dove at them while they were halfway across a rooftop, only for Silver to blast some away with focused telekinetic shock-blasts while Cream fired Amy via Thunder Shoot, taking out several more. The last two fell to Applejack, and the quintet continued on.

Knuckles' punch sent the big demon flying back at least 50 feet, and a burst of flame from Spike finished off the downed creature before it could recover. Fluttershy swooped down, flying low over a pack of smaller demons, while at the same time Twilight, who Fluttershy was carrying, unleashed a volley of explosive bursts of magic. The combined effect was a carpet-bombing that cleared the area of all but a few hostiles, who in turn were quickly dealt with by Sonic and Tails. They continued on, and soon reached a dimensional amalgamation of the town squares of Manehatten and Mission City. Halfway across, a large group of Nightmare's demons emerged from all sides, surrounding them. Before they could strike at their ambushers, however, someone beat them to the punch.

A hail of shuriken came from seemingly out of nowhere, cutting into several of the demons and destroying some of them. A small yellow-and-black figure then flew in, flitting about and striking demons as he went. Finally, a large green figure came crashing down, stomping a demon into the ground as he landed and then sending another one flying with a punch. The green one – a bipedal semi-humanoid crocodile – turned to the group.

"Hey, Sonic, Tails, Knuckles. Long time no see."

"Vector! Espio! Charmy!" Sonic greeted. "What are you guys doing here?"

"We were working on a case in the city when everything went _crazy_!" Charmy excitedly answered.

"We helped some people get to safety," Espio added, "and we were about to try to find whatever's causing this when you guys showed up."

"It's being caused by a dark entity called Nightmare" Tails said.

"Nightmare?" Vector asked.

"We'll explain on the way" Sonic replied. "We've gotta keep moving. You guys wanna come?"

"Sure thing! Lead the way!"

As Sonic's group, including its three new members, got moving again, Shadow's group was punching through another group of fire-demons. Spears of rock formed & launched by Rarity's Earth-style magic cut down a significant number of them, while Shadow and Omega took down the rest with Homing Attacks and machinegun-fire. At the same time, Team Silver had pretty much finished roof-hopping and was now ground-bound again, fighting through the streets as they advanced, Silver's high-speed telekinetic projectiles and Trixie's blasts of lightning easily dealing with most of the enemies they encountered. As everyone continued onward, however, a new - and very large – obstacle made itself known.

"Oh, you have _got _to be _kidding _me…" Knuckles said.

The humongous tornado moving around the city had a rather interesting property: it was made of fire. Bits of building were swirling around in it, as were several blocky objects. It became clear exactly what the blocky objects were when a twisted, scorched carcass of a car was flung outward from it and bounced off the side of a building near to Team Sonic.

"Jeez…" Vector said. "That thing must be carrying half the cars in the city. Maybe it formed over a highway."

The three teams soon regrouped together, and now found the flame-tornado to be blocking their path. Rainbow Dash set Pinkie down and then took off, flying in a high-speed circle around the tornado in the opposite direction it was spinning. The tornado began to destabilize and weaken, shrinking and breaking apart, all the debris it had been carrying raining back down to the ground. As it did, however, an energy blast came from inside it, narrowly missing Dash, who then dived down to the ground to dodge a few more. The tornado finally dispelled, revealing a large machine, bearing dark, black & purple shades of color along with a slash mark that went across a caricatured, grinning mustached face. It was one of Dr. Eggman's machines, corrupted and taken over by Nightmare.

(BOSS MUSIC – _Sonic Generations _– "Crisis City (Modern)")

The machine zipped down, firing a few cannon blasts at the heroes, who dodged them. As it turned and then began racing down/above the burnt and damaged highway, Sonic gave chase.

"You guys keep moving!" he shouted. "I'll meet you there!"

(AN: Y'know those high-speed daytime-Sonic bosses in _Sonic Unleashed_? Yeah, this is one of those types of battle)

Speeding down the highway, Sonic quickly caught up to his target. The corrupted droid pounded the highway, letting loose a dark shockwave across the ground that Sonic leapt over. Sonic then noticed that Nightmare's corruption had failed to eliminate the typical Eggman-brand machine weakness: a big, glowing weak point. He took advantage of this, getting in close and hitting it with a Homing Attack. The mech was knocked back, the uncontrolled surge of energy caused by the blow to its power core having caused moderate damage to it. It shook off the surge and fired a barrage of cannon-fire at Sonic, who dodged & weaved, narrowly avoiding blasts from the three .75-caliber guns firing at him. Sonic boosted forward and struck, destroying the right-most cannon.

The corrupted machine sped up a little bit, but Sonic easily kept pace. This time, when the droid smashed its mechanical fists down, a column of spikes rising up from the ground accompanied the shockwave, aimed at Sonic. Sonic flash-stepped to the side and then jumped, avoiding both portions of the combination attack. This was repeated twice more. He then leapt forward and struck with another Homing Attack, hitting the machine's weak point again. The corrupted mecha twitched and sparked as more of its power core's energy was forcibly loosed through its systems, damaging them further. Its left arm shifted, transforming into a large cannon, the barrel five inches across. Sonic narrowly dodged the first shot, which blasted a chunk out of the highway behind him.

The two remaining .75-caliber machineguns opened up again, joining the big gun's fire. At the same time, the robot used its free arm to unleash another shockwave and column of crystal spikes at Sonic. Sonic channeled the power of one of the Chaos Emeralds stored within him, generating a bluish-white shield of energy around him and allowing him to bust through the attacks. He leapt forward and, one last time, struck the power core harder than ever. The corrupted machine let out a mechanical roar as its power core's containment began to fail completely. Sonic slowed down, letting the out-of-control machine get distance. Several seconds later, there was a powerful explosion as the mecha's volatile power core detonated, completely destroying the Nightmare-turned machine.

A few minutes later, Sonic caught up with the others, who had just finished off another pack of Nightmare's demons. They all quickly reached the location designated by Cadence earlier. Less the minute later, Cadence herself showed up, flying overhead. She came in for a landing, looking a little tired and slightly singed.

"I managed to save some," she said sadly, "but there were at least twice more that I was too late for. …We should head back to Canterlot."

In a flash of pink, the entire group disappeared. Several seconds later, they all appeared in the middle of Canterlot Castle's throne-room. Celestia and Luna were both there. Upon seeing them, Espio got down on one knee and bowed his head. Vector followed suit after manhandling Charmy into doing it as well. After a few seconds, she noticed them and bid them to rise.

"Princess…" Twilight said. "I'm sorry. We were too late."

"I know" Celestia replied, her tone weary yet with no anger or disappointment in it. "We felt it. It's not your fault, Twilight."

"Indeed" Luna added. "Nightmare has over 200 millennia of experience; outwitting Celestia & myself, who are barely a step over three millennia in age, must have been rather easy for such a foe."

"Then what chance do _we _have?" Amy said solemnly.

"We can't give up hope yet" Trixie cut in. "Just because we've hit a setback doesn't mean that Nightmare has automatically won. Have a little faith, guys; I've learned the hard way what happens if you lose hope in things."

Celestia's eyebrows quirked up as she felt, for an instant, a faint pulse of familiar energy from within the blue unicorn. Following a hunch, she spoke up.

"Why do you believe so strongly in the power of hope?" Celestia asked, her tone making it clear she was not disagreeing, merely curious.

"Because for a long time, it was all I had" Trixie replied. "All that kept me going. Hope for making a name for myself, rather than being confused with my sisters, drove me to leave home when I was a child. Hope for a better future kept me moving forward when things were hard back when I was first starting out. …After I realized that night how I'd fallen from what I used to be, hope that I could redeem myself kept me from giving in against the Ursa Minor. And after you all took me in and accepted me, it got me through every one of the trials we faced. Without hope, I'd have long since curled up and let myself die."

"Excellent words, my dear. I daresay you embody hope just as Applejack embodies Honesty, or Pinkie joy, or Rainbow Dash loyalty. In fact… It seems the Elements think so, too."

Confused, the girls looked down – having been focused entirely on Trixie during her little speech – and noticed that each of them had their Harmony Element's symbol glowing with its respective color on/over their chests. The six symbols then unleashed thin, curving beams from each of them that met at the same spot on Trixie's upper chest. In a burst of light, a bluish symbol of a five-pointed star formed, rapidly solidifying into a golden necklace holding a blue, star-shaped gem.

Celestia smiled. "Welcome to the Elements, Bearer of Hope."

"Heh" Sonic said. "So now we've got seven Chaos Emeralds and seven Harmony Elements. Nightmare's in for a hell of a fight."

"Speaking of the Emeralds," Luna cut in, interrupting the Mane Six's crowding around Trixie, "we have discovered that there is an artifact on Sonic's world that may be able to help stop Nightmare: the Master Emerald."

"As soon as you're all ready," Celestia said, "Luna, Cadence, & I can teleport you all over to Sonic's world; Nightmare isn't the only one who can take advantage of the weakening of the cross-dimensional barrier. I can't lock in onto the Master Emerald's power signature; you'll have to find it the hard way once you get there."

"I know where it is" Knuckles replied. "I am its guardian, after all."

"Very good. As soon as you're all ready to go, let us know."

After about 10 minutes of preparation (and, for Team Chaotix, explanation), the group was ready. Celestia, Luna, and Cadence formed a triangle around them, charging their power. The wounded fabric of space-time bent to their will, and in a burst of light the heroes disappeared.

**-**_**CHAPTER END**_**-**

I figured you'd all hate waiting longer more than you'd dislike a shorter chapter.


	9. Seeking the Controller

SEE CHAPTER ONE FOR DISCLAIMERS

**-**_**CHAPTER START**_**-**

There was a bright flash of light as 20 figures appeared from out of nowhere in the middle of an empty street in an empty sector of a city. Upon regaining his bearings after the dimension-jump, Knuckles closed his eyes and extended his sixth sense, seeking out the familiar energy signature of the Master Emerald. However, after several seconds, he opened his eyes again, looking upset.

"I can't find the Master Emerald!" he said. "Angel Island isn't where it's supposed to be, and the damage to the dimensional fabric is messing with my ability to sense the Emerald!"

"Great, _now _what do we do?" Spike said.

"Could the Master Emerald have been destroyed?" Sonic asked.

"It hasn't been" Knuckles replied. "If the Master Emerald is destroyed – which isn't easy to do, by the way –, its energy is dispersed across the entire planet – and I would've been able to feel that, which I didn't – until it spontaneously reforms itself about a week later."

Before anyone else could add to the conversation, the ground around the group turned pitch-black, and a small horde of shadow demons sprang up all around, surrounding them. The heroes got ready to fight… and then a burst of laser-fire opened up on the demons, cutting down many of them. A force of bulbous orange droids with pointed noses and carrying laser rifles charged into the clearing, opening fire on the shadow-demons. When the dark creatures fought back, destroying a few of them, a new figure entered the battlefield, a large mech carrying a spear and shield, with the words 'EGG EMPEROR MARK II' printed on its torso. The mech rushed into the shadow demons, slashing & stabbing with its spear, bashing them with its spike-edged shield, and crushing them beneath its feet.

"It's been a while, Sonic" said a male voice from within the mech. The head flipped up, revealing a rotund man with dark-blue round sunglasses and a huge orange mustache.

"Dr. Eggman?-!" Sonic shouted. "You're _helping _us?-!"

"Of course!" Eggman replied. "I know full well what these beings are planning to do. I'm helping you stop them because, well, how can I eventually conquer the world if there's no world _to _conquer? …I see you've got some new friends. I'd say something about seeing a bunch of multicolored ponies in the middle of all this, but after all the times you've handed my behind to me, I've learned not to judge a being's power based on their form."

He slashed out with the Egg Emperor II's lance, unleashing a cutting wave of energy that destroyed the last shadow-demon.

"Well, that's nice and all, but we have a bigger problem at the moment" Knuckles said. "We need to find the Master Emerald. The problem is, I can't sense its location due to how unstable the fabric of reality is right now; all I can tell is that Angel Island isn't where it was when I left."

"Good thing for you I'm here, then" the doctor replied. "There is a G.U.N. base in this city. Word has it that they've figured out how to track the Master Emerald's energy signature via a very sophisticated ultra-long-range scanning array. Their computer system should be able to pinpoint Angel Island's present location. There's a problem, though. I've intercepted communications from G.U.N. scouts that state that the shadow-demons are gearing up for an attack on the base any moment now."

"Well, what are we waiting for?" Rouge said. "Let's go give them a hand and find out where the Master Emerald is!"

"My combat drones and I will accompany you, and we'll help hold off the creatures' attack while you all get to the base's computer core. Follow me!"

The Egg Emperor Mark-II's head flipped back down, and the mech turned and began flying toward the northwest, Eggman's battle droids following in its wake. After a few seconds, the heroes joined, tailing Eggman as he made his way across the city. 10 minutes later, gunfire could be heard in the distance.

"The attack's started!" Eggman shouted through the EE-II's speakers. "We'd better hurry!"

Soon, the G.U.N. base came into view, tracer fire visible from personnel weapons, ground-mounted turrets, and AA guns, all opening fire on Nightmare's ground and air forces. A barrage of missiles from the Egg Emperor II took out a pair of 10-foot-tall demons that had been trying to lug heavy cannons into position, and the Egg Droids opened fire on the smaller shadow-demons. Sonic's group fought through a thin wall of demons and then rushed through the outer barricade just before the gate closed, as Eggman and his machines took defensive positions alongside the surprised G.U.N. troops. Sonic's group soon came up to a Lieutenant-Colonel.

"Sonic the Hedgehog?" the man asked. "Are… Are we actually seeing Eggman _helping _us?"

"Yep" Sonic replied. "These demons want to destroy the world before Eggman can conquer it, and he ain't havin' none of that. But never mind that. We've heard you guys have a computer system that can find the Master Emerald for us."

"I… Yes, yes we do. The computer core's deep inside the base. Why do you need it?"

"The Master Emerald can help us stop Nightmare and his forces" Twilight Sparkle said. "We can save this world _and _ours" she gestured to herself, the other ponies, and Spike, "but we can't find it with Knuckles' senses because of the warping of reality. So we need your scanners to pinpoint its location for us."

The man nodded and hit a button, and the large door behind him opened.

"Go on, and hurry" he said. "With Eggman's support, we should be able to hold them off for a while, but I'm not sure just how long-"

"_Lieutenant-Colonel, sir!_" a panicked voice over the comm. system interrupted. "_There are monsters inside the base, sir! They spawned inside before we could set up the barrier-field we installed after the Black Arms!_"

"Damn it!" the officer shouted. "Stand firm, soldier! Sonic and his allies are here; they need to get to the Computer Core inside the heart of the base at all costs, but I'm sure they wouldn't mind killing some monsters on their way there."

He looked to them as he said that, and they all nodded. As one, they all rushed into the structure. As the door sealed behind them, the Lieutenant-Colonel grabbed a nearby sniper rifle, dropped to one knee, looked through the scope, zeroed in on the head of a silver-armored shadow-demon around 250 meters away, and pulled the trigger. The monster's head scattered into black particles, and the demon toppled over.

(LEVEL MUSIC: _Shadow the Hedgehog _– "G.U.N. Fortress")

"Okay, guys," Vector said, "let's find the computer room!"

The group hurried down the long, wide, straight corridor. As they reached the end, a massive metal door slid open for them, revealing a large and spacious room with another door on the other side, and between them and said door were G.U.N. & Nightmare forces exchanging fire. A barrage of gunfire from Omega and fireballs from Twilight cut down about half of the demons, and Vector, Knuckles, & Applejack took out the rest before they could react. The soldiers gave surprised thanks to the unexpected assisters, who then continued through the next door.

The next hallway was shorter and smaller than the first one, but was host to several demons, along with the scrapped remains of defensive auto-turrets. Shadow and Amy leapt into action, Homing-Attacking from one shadow-demon to another, clearing most of them out within several seconds. Rainbow Dash and Rouge charged in and finished off what few remained. The next room was much like the first, though with three larger shadow-demons (around 12 feet tall) mixed in with the smaller foot-soldiers, arrayed against more G.U.N. soldiers. Trixie fired a Chain Lightning spell at the nearest large shadow-demon, the electrical energy surging through it, damaging it while also shooting/chaining out from it and frying several smaller ones. A rocket to the face from one of the soldiers finished off the stunned large demon. Sonic, Tails, & Knuckles triple-teamed the second large demon, bringing it down, while Silver and Rarity took the third out using some of the smaller demons as telekinetic projectiles.

After Espio and Rouge took out what remained of the demon foot-soldiers, the group moved on. A long, s-curved hallway filled with storage crates and easily-disposed-of lesser demon soldiers led to a very large elevator. They all piled on and Shadow hit the 'down' button, and the platform began to – very slowly – descend one level. Less than five seconds after the turtle's-pace lift began moving, several shadow-demons leapt down from above and attacked the group. Vector, Omega, Applejack, Pinkie, and Trixie leapt into action, using crushing physical blows to strike down the shadow-demons, flattening some into the floor and sending others crunching against the walls of the elevator shaft. A larger demon (around eight feet tall) leapt down from above, only to be blown to bits in midair by an explosive tag wrapped around a kunai thrown by Espio.

When the lift finally crawled to a halt, the last two shadow-demons were taken out by Amy with her hammer. The doors opened, and the group poured through and out, soon finding themselves behind a massive bipedal G.U.N. combat mech as it opened fire with its gatling gun at a horde of demons rushing at it, the monsters being herded into a kill-zone by the hallway. As that wasn't where they needed to, and the war vehicle had the situation in hand, they headed the other way, following a map of the facility that Omega had downloaded. They met little resistance for the next few minutes as they continued on. Eventually, they came across a door with circuitry patterns painted on it, and guarded by several armored shadow-demons. Sonic, Tails, & Knuckles got into "Power Formation" and began smashing through them, while Applejack, Omega, and Vector lent their own strength to the cause. It wasn't long before the way was clear.

The door to the computer room opened, and everyone filed in, finding it empty except for a series of large monitors with access terminals. Rouge sauntered up to a terminal toward the rear of the room and took her seat in the cushioned chair, getting to work.

"Now, let's see here…" she said as her fingers flew across the keyboard, eyes glued to the screen. "This is the control panel for the long-range scanners, now I just have to… Uh oh. Oh no…"

"What is it?" Rainbow Dash asked.

She swiveled in the chair to face everyone. "Some of Nightmare's shadow-demons are inside the computer system! They somehow got themselves digitized and sent into cyberspace. Now they're running amok inside the mainframe. The computer's defense systems are doing their best, but they're slowly being ground down. I can't access the Angel Island data-file."

"So what now?" Charmy asked.

"If we could somehow find a way to digitize ourselves and go inside the network, like Shadow did during the Black Arms Invasion, we should be able to fight through the shadow-demons and reach the data core. There, we'll find what we need."

"So how would we go about doing that?" Shadow asked. "I did it by literally karate-chopping the interface; I don't think that's such a good idea this time."

"If we get two or three Chaos Emeralds to resonate with the terminal's energy signature, while inputting a specific code, we should be able to send some of us into cyberspace."

"I'll remain here as overwatch and to manage the system" Espio said.

"And I'll be his bodyguard!" Charmy said excitedly.

"And I'll stay to make sure Charmy doesn't mess everything up" Vector added, getting a scowl from the hyperactive bee.

With that settled, everyone except Team Chaotix stepped up to the glowing energy interface nearby. Espio inputted the code as Sonic, Shadow, and Silver each held forward a Chaos Emerald. The three Emeralds glowed in sync as Espio hit 'Enter', and in several flashes of light from the Emeralds and the interface everyone turned into particles of light and flowed into the interface, disappearing from the physical realm.

The group found themselves reconstructed inside what looked like a giant, multicolored, flashing tunnel that they were now floating/flying down at a respectable speed. Most of them looked around, in awe at the spectacle. Team Dark focused forward, ready for any attack. Pinkie, meanwhile, was singing:

"I'm going digital! Completely digital! Now I'm invincible! Let's all get digital!"

(LEVEL MUSIC: _Shadow the Hedgehog _– "Digital Circuit")

The "cyber-tunnel" opened up to deposit them all on a large platform floating far above what looked like an abyss of light. There were several other equal-sized platforms connected to it, floating at slightly different heights so as to make a giant "staircase" leading to a tall column of light. Between them and that were around a dozen shadow-demons. Sonic blurred into motion, chaining several Homing Attacks that took out all but four of the demons. Omega and Rouge took down the last four, and the group made their way up the "steps" and to the light column. They filed in, and found themselves whisked along the light and up to another level higher up. Here, a straight path of hexagonal platforms led to a hallway, in which was a battle between shadow-demons and what looked like big floating crystals that shot laser bursts – the computer's defense systems.

A fireball from Spike hit one of the shadow-demons in the upper back, stunning the creature and damaging it enough that one of the Defense Crystals easily finished it off. Rainbow Dash flew in and slammed one of the shadow-demons into the wall hard enough to kill it, while Twilight took down two more with conjured fireballs. Silver used telekinetic shockwaves to deal with the last ones, and they passed through, the Defense Crystals allowing them to move on thanks to their adaptive programming recognizing them as non-hostile.

A spiral staircase of platforms was up ahead. Halfway up it, the group was attacked by flying Nightmare-soldiers. Machinegun fire from Omega took out most of them, with blasts of lightning from Trixie clearing out the rest. At the top was a lone platform overlooking a vast abyss; other platforms were visible here & there in the distance, and several searchlights swept back and forth. Shadow, familiar with this system, had Omega fire a single gunshot into the air. In response, one of the searchlights zeroed in on the group, and they found themselves traveling along the beam of light through the air, being dropped off on another platform. This was repeated twice more, bringing them to a larger platform that seemed to be a dead end except for a glowing circle on the floor that connected to a glowing conduit that ran through the wall. Shadow quickly stepped in, becoming a swirling ball of red light that very rapidly traveled along the conduit, disappearing through the wall. Everyone else followed his lead, stepping in and being whisked along.

They found themselves traveling down an energy conduit at great speed, moving through a large area with multiple conduits that essentially formed a multi-lane highway, with inter-conduit junctions here and there. Here and there, huge columns of red light and flame – literal firewalls – sprang up in their paths, forcing sudden and immediate course changes. After a harrowing trip that nonetheless lasted only 30 seconds, everyone found themselves deposited, one by one, on another platform that formed a long, wide, straight path to a shaft of light and data that connected to another platform much higher up over their heads. Between the group and the data-shaft were at least three-dozen of Nightmare's demons.

Silver performed a short-range teleport that left him hovering in the air several feet above a tightly-packed group of enemies. He then came down at high speed, creating a shockwave upon landing that knocked several of the demons up into the air. Fluttershy, Rainbow Dash, Rouge, and Tails swept in, striking the demons in midair, the two pegasi dealing directly lethal damage with their blows while Tails & Rouge turned their targeted victims into Thunder-Shoot projectiles that were then fired at the ground-bound monsters, destroying several. Trixie leapt in next, Lightning Aura surging as she began lashing out with supercharged physical blows as well as blasts of electrical magic. Amy charged in, hammer swinging, while AJ & Pinkie fought off the shadow-demons that tried to charge Twilight & Rarity as the two unicorns began firing bolts of magic into the enemy formations. Sonic, Shadow, Knuckles, and Omega dove in, smashing, punching, and Homing-Attacking anything in range. Silver, Spike, and Cream teamed up to handle the rest.

After a short and very one-sided battle, the last shadow-demon fell, its head crushed beneath Omega's foot. With the way clear, everyone walked up to and into the pillar of light, which carried them up within it, up to the higher level. The platform was huge, and at the far end was a glowing green holographic terminal. Rouge walked forward toward it, flanked by Shadow and Omega. However, when they got close, the terminal sealed itself behind a protective barrier. Independent of the system, a transparent yet impenetrable barrier-field sprang up, separating Team Dark from everyone else. Then a huge thing came crashing down from the 'ceiling' – a 100-foot-tall, six-legged machine bearing obvious signs of Nightmare's corruption, four glowing-red optics casting their baleful gaze down at the trio as a massive cannon that served as its right arm whirred to life.

(BOSS MUSIC: _Metroid Prime 2 _– "Quadraxis")

"Why in the world did I think it would be easy?" Rouge muttered as she craned her neck upward to look at the massive mecha.

The mech pointed its left hand, clenched into a fist, at the trio, and from its wrist unfolded a rack of rockets that then fired, streaking down toward them. They scattered, some of the rockets impacting the ground where they'd been standing while others corrected course and gave chase. Omega opened fire with his machineguns, shooting down the rockets pursuing him. Shadow out-sped the rockets chasing him, leading them to crash into the ones pursuing Rouge, eliminating all of both groups.

The mech leapt up and then came crashing down, unleashing a dark-magic shockwave that the trio leapt over. Then it charged its cannon. After a few seconds, it fired several large explosive bolts of energy at Team Dark, each shot coming about two-thirds of a second after the last. The team managed to narrowly avoid the cannon-fire, and after several seconds it abated. Four compartments on the machine opened outward, glowing red-orange and venting steam – one from beneath its six legs, one from the center of its torso, and one from each shoulder. Seeing an opportunity, Omega sped forward, dodging an attempt by the mech to step on him and then firing a pair of missiles at the exposed part on the mech's underside. They impacted, causing a compound explosion that scrapped the protruding part and the surrounding area.

The machine let out a mechanical roar as Omega fell back to the others. It stomped three of its legs down hard into the ground, and then the other three, releasing two quick succession that Rouge lifted & carried Shadow and Omega upward to avoid. As soon as she set them back down, the mech unleashed another rocket barrage, these rockets bearing red tips. When Shadow dodged one and let it impact the ground, it exploded with twice as much force as the previous ones. Omega fired his guns, sweeping them back & forth and taking out half of the barrage in a cascade of fiery explosions. Shadow pulled out a Chaos Emerald and thrusted it forward, unleashing a solid wave of force that detonated the remaining warheads.

The smoke from the blasts cleared to reveal the mech's glowing cannon pointing at Team Dark again. They dodged to the side just as it fired… and had to _continue_ dodging & moving as the cannon fired not an explosive bolt, but a solid, continuous beam that 'chased' the trio as the mech moved its cannon-arm to track them. After several seconds, just when it seemed like the destructive beam were going to catch Rouge, it stopped. Vents opened along the cannon's length, and the mech's main body vents on its torso and shoulders opened as well, dispersing heat and excess energy. Rouge took her chance, flying in and dealing a crushingly powerful kick to the central torso energy-vent, which exploded a few seconds later. The corrupted mech roared again, and leapt much higher than was thought possible for such a massive machine. It came down hard, unleashing a huge shockwave… and then immediately stomped its three front legs, releasing a comparatively-smaller shockwave directly behind the first one. Team Dark leapt up to avoid them; unfortunately, while Rouge's wings and Omega's jet boosters allowed them to sail clear over both waves, Shadow was only able to clear the big first one. He braced himself an instant before the second wave hit him, sending him tumbling.

"Are you alright, Shadow?-!" Rouge called.

"Yeah" Shadow grunted, shrugging off the pain. "I've been hit worse than that."

The corrupted mech released a huge wave of high-explosive missiles, all of them streaking down toward the trio. Shadow leapt in next to Rouge & Omega, and pulled out both of his Chaos Emeralds.

"Chaos Shield!"

A shimmering half-dome of energy sprang up around Team Dark. The missile barrage impacted it, the explosions obscuring them from view. After the smoke faded, the barrier was still intact and its occupants unharmed. Shadow released the barrier, panting lightly from the exertion of casting it so strong. The mech brought its cannon to bear again and fired a scatter-shot burst, like a huge shotgun. Team Dark again took evasive actions, coming within a hair's breadth of being hit several times, yet managing to avoid the several shots that followed. The mech's shoulder pylons opened up, and Shadow gripped his Chaos Emeralds.

"Chaos Control!"

The emerald in his right hand flashed, and he teleported up into the air above the mech's head.

"Chaos Spear!"

He thrusted his left hand forward, and the Emerald in that hand fired a large bolt of energy at the right pylon, scrapping it. Without missing a beat, Shadow then Homing-Attacked the other pylon, destroying it as well. He landed a few seconds later, dodging an attempt by the mecha to stomp him flat. The corrupted robot roared out again, and pointed its cannon at the trio. Power began gathering rapidly, setting up for something big. The trio began to move, but the robot tracked them, adjusting its aim accordingly. Finally, a tone sounded from the cannon, and it fired, unleashing an utterly massive wave of destructive energy. There was a flash of light as Shadow used Chaos Control to teleport himself, Rouge, and Omega out of the way in the nick of time, as the beam punched clean through the platform, blasting a 10-foot-wide hole all the way through, shooting through it and down into the abyss.

As Team Dark reappeared on the robot's other side, it tried to open its venting pylons, but there were none left _to _open. It roared out as all that built-up heat and energy, unable to escape, instead went inward. The mech convulsed and sparked as the power redirected into its core. There was a bright flash and a loud bang as the power core located in the robot's upper chest exploded violently, blowing away most of the corrupted machine's upper torso, shoulders, and head. The lifeless machine then crashed downward in a heap, its blown-away arms landing with a pair of thuds a fair distance away in either direction. A few seconds later, the mangled top half of its head landed with a crash on the ground in front of the wrecked machine. After a few seconds, the four red optics flickered out and went dark.

The barrier collapsed, allowing everyone else to run forward and meet up with Team Dark. At the end of the platform, the protective shield covering the terminal retracted, having detected the cessation of hostile activity. As Fluttershy started tending to Shadow's wounds despite the dark hedgehog's protestations that he was fine, Rouge walked up to the terminal and got to work. A holographic map appeared, Rouge commanding the map's focus to narrow as the system began pinpointing Angel Island's location. After nearly a full minute, the terminal finally highlighted the floating island's location.

"Got it!" Rouge said. "It's 50 kilometers outside Westopolis. …How in the world did it get 1,300 klicks away from where it's supposed to be? Ah, whatever. At least we know where to go now."

"So what are we waiting for?" Rainbow Dash said. "Let's get out of this "cyberspace" and get to that island!"

"Right" Knuckles said. "Everyone ready to go?"

Everyone replied in the affirmative… Well, almost everyone. Rainbow Dash caught Pinkie in a corner, staring attentively at a small screen attached to an out-of-the-way terminal. She craned her neck in to see what it was, and her eyes widened.

"Is that… Pinkie, are you looking at _porn_?"

Pinkie jumped in shock, blushed, and covered the screen with her hooves.

"_NO_!-! … …Yes."

"…Wow, humans sure are flexible" Dash said as she looked at the screen that Pinkie's hooves had fallen away from, her head tilted slightly. "Though I think I _might _be able to do that if I can stretch out a little first… Anyway, c'mon. We gotta get moving."

"Okay…" the pink party pony said dejectedly, her face still a little flushed, thanks in part to the mental image of Dash doing… _that_…

**-**_**SCENE BREAK**_**-**

20 minutes later, the group, now back in the real world, exited the facility. The courtyard had seen better days, but Eggman's robots were helping the G.U.N. personnel repair some of the damages and set up more defenses. Furthermore, one of the Doctor's air-battleships hovered overhead, ventral guns trained on the approach vectors to the base, on the lookout for any more of Nightmare's demons.

"Excellent work, Sonic and company" the Lieutenant-Colonel said. "The C&C boys say the network is clean thanks to you. Did you find what you were looking for?"

"Yes" Twilight replied. "Angel Island is 50 kilometers northwest of Westopolis. We're going to start making our way there now."

"Well, how about we give you folks a lift?" the LT-COL said as he gestured to a rather large transport craft that had somehow survived the battle intact, still parked where it had been since before the incursion. "It's the least we can do as thanks for your help, and we can spare a transport and a couple of pilots."

"That'd be quite nice of you" Amy replied.

10 minutes later, the now-loaded transport craft took off, flying straight up for a few hundred feet before its engines than shifted to the horizontal position and the vessel flew off, a quartet of Eggman's drone fighters flying alongside as armed escort.

**-**_**SCENE BREAK**_**-**

The group walked up to the Altar of the Emerald in the center of Angel Island, Knuckles leading. The Master Emerald was still there, the huge green gem sitting pristine and perfect in the center of the altar. Twilight marveled as she beheld the artifact with her magic sense. Knuckles hadn't been exaggerating back at AJ's barn after Shadow's group arrived; the Master Emerald really was a mobile magical nexus. As the group reached the center, Knuckles stepped forward, gently laying a hand on the Master Emerald's surface and closing his eyes.

"The servers are the seven Chaos" he incanted. "Chaos is power, enriched by the Heart. The Controller is the one that unifies the Chaos. This One beseeches the Controller, that it may show us what to do so as to stop the Corruptor who now threatens both this world and the other. Please, show This One and his allies how to stop the Encroaching Darkness; lend us the power to save the worlds!"

In response, the Master Emerald glowed a vibrant green. Knuckles, obeying a telepathic command from it, stepped back. There was a bright green flash and a rumbling pulse from the Emerald that raced out in every direction, and everyone then somehow "saw" as Nightmare's connection to the planetary magical nexus directly below Angel Island's current location was severed. Then, the Master Emerald implanted an image in their minds: the old temple/castle at the heart of Everfree Forest back on Equestria, with the superimposed image of a planetary magical nexus tainted by blackness. They then saw an image of the seven Chaos Emeralds, and then an image of the nexus untainted.

When the visions faded, returning everyone to reality, the Master Emerald shot a thin, bright green beam of light at a point in front of everyone. There, a swirling portal formed; the outskirts of Ponyville were visible through it. Now understanding what needed to be done, everyone filed through the portal. Once the last one was through, the portal sealed shut, and the Master Emerald returned to its dormant state.

**-**_**CHAPTER END**_**-**


	10. Temple

We're on the home stretch; likely only 2-3 more chapters left, including this one.

SEE CHAPTER ONE FOR DISCLAIMERS

The Alicorn/Tarot motif is based on that used by Alex Warlorn in his masterful Pony POV Series. If you haven't read it yet, do yourself a favor and go do so. It's on Deviant-Art, and he's also starting to put it up on FIM-Fiction.

**-**_**CHAPTER START**_**-**

The entire group reappeared on the old, worn stone path that led to the old castle at the center of Everfree Forest. It didn't take them long to reach the castle, nor to notice that the castle and its immediate surroundings were now so saturated with magic that they could almost see it. As they approached the tall double-doors that led into the structure, pushed them open, and headed inside, something became immediately apparent: the castle had, at some point recently, been hit by a _seriously _powerful "bigger on the inside" charm. The ceiling looked to be nearly a thousand feet above their heads, the walls were nearly as wide apart in both directions, and the path ahead of them looked as if it stretched on for around half a mile. In addition, there seemed to have been some cross-dimensional contamination, as terrain of grass, sand, trees, and rock formations was visible in varying mixes along the whole way. Lastly, there were a significant number of Nightmare's shadow-demons between them and their eventual destination (which at the moment was too far away to be seen).

(LEVEL MUSIC: _Sonic 2006 _– "Kingdom Valley - Wind")

"Welp," Sonic said, "better get started."

And with that, he rushed in, using Homing Attacks to down the three shadow-demons who were rushing in to meet the group, and then started moving on. The rest of the group soon followed, Twilight and Trixie firing blasts/beams of offensive magic at some small and speedy enemies that tried to rush them, while Rouge, Tails, and Cream intercepted a squadron of six airborne shadow-demons that tried to attack the group from above and behind, sending them all crashing down to the ground to be finished off by the ground-bounders (if they survived the impact, that is). Rainbow Dash and Fluttershy took out another group of flyers coming from the front, while Shadow and Silver fended off surprise attacks from the left and right, respectively.

Omega took the lead for the next few minutes, his machineguns blazing as he cut down a horde of small, weak enemies, with Shadow, Applejack, and Amy getting the few that came from outside his line of fire. One large, ogre-like demon coming from the right went down via a green fireball to the face form Spike, while a gargoyle-esque monster on the left was turned to stone and then shattered by Rarity. Pinkie and Knuckles foiled an attempt by a pack of burrowing enemies to get the drop on the ground (having sensed them through his innate sixth sense for subterranean stuff and her Pinkie Sense), enjoying a very quick impromptu game of "Whack-A-Demon" (Knuckles won). Kunai and shuriken from Espio cut down another pack of flyers, while Charmy stuck close to Tails & Cream to assist them and Vector joined Omega at the front, punching and crushing any hostiles that got close enough.

As the group made their way over a sand dune, a pack of shadow-demons came in from all directions. Rarity simply tapped into her affinity and channeled her magic into the ground, making the sand reach up, grab hold of the demons, pull them under, and crush them, clearing the way. At the other side, Knuckles, Sonic, & Tails took "power formation" and bulldozed through a pack of armored shadow-demons, while Shadow and Rouge took out (via Thunder Shoot) another half-dozen flyers. Cream and Fluttershy took position overhead and called out targets for Amy, Applejack, and Espio to take out, while Rainbow Dash and Vector double-teamed a particularly large shadow-demon, bringing it down with little difficulty.

The next several minutes were somewhat lighter on enemies, and the group could soon see a set of large, wooden double doors that likely lead to the next area. As they approached, a pack of wolf-life shadow-demons appeared to bar their path. Trixie and Dash charged in first, taking down several, while Rouge and Silver cut down more, and Amy used her hammer to take down the last two. The way clear, the approached the doors and shoved them open.

(LEVEL MUSIC: _Sonic 2006 _– "Kingdom Valley – The Castle")

Another hall stretched out, this one with less cross-dimensional contamination than the first one. Debris and plant life seemed to have been magically enlarged to form a maze through the majority of the hall with three entrances, and giant stained-glass murals dominated the thousand-foot walls on either side of the hall.

"Fluttershy, Rainbow Dash," Twilight ordered, "get up high and guide us from above. Our Harmony Elements should let us communicate telepathically, and we five down here can relay the info the Sonic's group."

"Right!" the two pegasi said at once, and took off into the air, flying a few hundred feet up and taking position over the group.

Following Rainbow Dash's direction, the group took the right-most entrance to the maze. A few turns and about 40 seconds in, they were ambushed by a pair of shadow-demons who took the form of huge spiders. Omega used his flamethrowers to incinerate one, while Twilight used a concussive blast spell to stun the other long enough for Amy to bash its head in with her hammer. A little ways on, Fluttershy alerted the group to a pack of corrupted Timber-Wolves approaching from around the next corner, and Espio threw a hail of kunai at just the right moment, taking down all but two, which were both quickly dealt with by Shadow.

Fluttershy continued to guide them for a few minutes from on high, Sonic taking the lead and dealing with several lesser demons that got in their way. Fluttershy then had to take sudden evasive maneuvers, as a quartet of aerial shadow-demons flew at her in attack formation. She gathered her wits and steeled herself, dodging the first three and lashing out at the fourth, the demon's momentum and Fluttershy's strength combining to one-shot the thing, sending its body plummeting to the ground below. Two more were taken down in a single pass by Rainbow Dash, who then returned her focus to guiding the ground team. The last one charged Fluttershy, who deftly maneuvered out of the way, lashing out with her tail at the demon's eyes, stunning it and leaving it vulnerable to a series of high-strength blows to the head, neck, and upper back that sent it tumbling down.

Dash and Fluttershy guided the ground team through a particularly complex, almost spider web-like patch of the maze, and on the other side of it they encountered a pair of large, brutish, cyclopean shadow-demons, one carrying a spiked club and the other a huge crossbow. The latter fired, and everyone dodged, nearly learning the hard way that the arrows were explosive-tipped. Sonic rushed the crossbow-wielder, dodging another shot and leaping up for a Homing Attack that mainly just pissed the thing off. Trixie, Lightning Aura active, moved to assist, while Knuckles and Applejack headed for the club-wielder. A well-placed summoned lightning bolt from Trixie blew apart the crossbow and numbed the arm of the demon wielding it, and Sonic then unleashed a rising chain of Homing Attacks that ended with the blow to the thing's head, sending it toppling backwards and dissipating into raw particles of mana and darkness. At the same time, Applejack took out one of the legs of the other giant, forcing it to kneel to the ground, where Knuckles yanked the club out of its grasp and bashed its head in with it, destroying it as well.

After several more minutes, the group finally reached the end of the maze and the other end of the supersized hall. The massive doors were pushed open as Fluttershy and Rainbow Dash rejoined the group.

(LEVEL MUSIC: _Sonic 2006 _– "Kingdom Valley – Lakeside")

The doors swung open to reveal an up-sized spiral staircase that led up for what looked like well over 500 feet (straight up, not measuring the amount of distance walking/climbing), with the spiraling pathway about nine feet wide.

"And they couldn't bother to put some elevators in this place?" Sonic joked.

"Even if they did," Rarity replied, "would _you _want to risk Nightmare's forces cutting the elevator cables mid-transit?"

"…Good point."

With that, the group started their climb. Thankfully, while the spiral stairway had been supersized, the stair-steps themselves had not. About halfway up the stairway, a group of Nightmare's shadow-demons finally showed themselves, having been clinging to the walls and waiting in ambush position. Cream and Tails spotted them, but the monsters leapt into attack before either of them could shout out a warning. Fortunately, everyone was already on high alert, and thus reacted quickly. Rouge fired Shadow and Omega with Thunder Shoot, taking out roughly half of the enemies within the first several seconds. Pinkie and Amy stepped up, using the former's earth-pony-style near-super strength and the latter's magic hammer to strike down several more that tried to rush them. Beam-bolts of raw offensive magic from the three unicorns cut down most of the rest, and the few remaining were dealt with by Sonic and Espio.

Near the top of the stairway, a large, club-wielding shadow-demon came down at the heroes. Knuckles and Vector charged it, dodging an attempt to smash them into a wall and striking with several crushingly-powerful physical blows. It ended when the two tossed the badly-wounded giant clear over the rest of the group; it landed head-first on the stairs behind/below them and proceeded to tumble end over end down the entire stairway.

The group soon reached the top, coming across the old throne room, where Twilight and her friends had fought Nightmare Moon nearly a year ago; this room was, like all the others, super-sized, now nearly a mile from one end to the other, with a few fallen pillars forming obstructions here & there, and in the distance was the (surprisingly normal-sized) old altar/throne where the inactive Harmony Elements had once sat. Between the group and the other end of the room were a horde of shadow-demons of various forms and sizes. A green flash accompanied Silver unleashing a psychic shockwave that picked up about a dozen that tried to charge the group, and then telekinetically slammed them down into the floor, destroying them.

Sonic, Shadow, and Twilight led the charge, the black hedgehog removing one of his two gold-bracelet power limiters, causing his body to surge with a wavering red aura as his power level increased by 50%. As the rest of the group followed in their wake, the shadow-demons broke against them like waves against rocks, attacks from the heroes cutting down swathes of demons. Fire blasts from Twilight and Spike, water bullets and stone spears from Rarity, bolts and beasts of lightning from Trixie, machinegun rounds and rockets from Omega, telekinetic projectiles and shockwaves from Silver, and physical blows from everybody else – all quickly proved the superiority of quality over quantity. Fluttershy and Cream combined straight-up attacks with feints to trick shadow-demons into blasting each other, Pinkie weaponized her Party Cannon to surprising effect, Knuckles and Applejack double-teamed a group of large and burly enemies, and Sonic & Shadow effortlessly carved through dozens and dozens of basic foot-soldiers.

After nearly six minutes of this, the group finally reached the other side of the now-emptied room… and found a wall. This was not a problem for very long, as Knuckles walked up to it, knocked on it a few times with his ear up against it, and then wound up a punch that knocked the wall down, revealing another passageway. Suddenly, Omega spoke up.

"Alert" he said. "Automated security measures in action. The doors to the subterranean chamber we seek will close in approximately 255 seconds."

"We'll never make it there in time!" Applejack cried.

"Sonic, Shadow, Rainbow Dash," Twilight said, "you three have to get moving at top speed! Once you're there, I'll home in on your Chaos Emeralds' and Harmony Element's energy signatures and teleport the rest of us there. Get going _now_!"

"Yes, ma'am!" Sonic said, and he, his dark-furred counterpart, and the prismatic pegasus took off down the passage, quickly building their legendary speed.

(LEVEL MUSIC: _Sonic 2006 _– "Kingdom Valley – Water")

They tore down the passageway, the ground buckling beneath the two hedgehogs' feet as they blazed along at around 400 miles per hour, Rainbow Dash easily keeping pace about six feet off the ground. A few shadow-demons in their paths were cut down in a flash, the trio acting as large high-speed projectiles that literally punched clean through the enemies in their way, not giving the nearby surviving demons time to react. A gradual curve/turn to the right led to a sudden 45-degree descent for several hundred feet, down to a subterranean level of the castle. This descent gave the trio a diving speed boost that they kept upon emerging from the other end in a long, cavernous chamber with a straight road/path down the center that they raced along. In the distance, at the very edge of their enhanced vision, a set of gigantic doors was very slowly closing.

"We're not gonna make it at this speed!" Shadow said.

"Well then, let's take it to the max!" Sonic replied.

Sonic, Shadow, and Rainbow Dash poured more power into their speed, going faster and faster. Soon, three vapor cones were forming around them, their bodies straining to hit the limit. Before long, there were three thunderous cracks/bangs accompanied by three expanding rings of light – one blue, one red, and one seven-colored. Sonic & Shadow's legs were indistinct blurs, the two leaving afterimages – one blue and one red – in their wakes that accompanied the prismatic one left by Dash. All they could hear was the air rushing past them. Each of them went even faster, soon topping 1,000 miles per hour. The door, slowly but surely, finally closed… three seconds _after _the trio had already made it through.

(LEVEL MUSIC END)

As the speed trio finally returned to subsonic speeds and then slowed to a stop, a flash of purple light accompanied Twilight teleporting herself and the rest of the group to their location. After the three caught their breath, Twilight reached out with her magic.

"The nexus isn't too far from here" she said. "This way."

The group moved, walking now, advancing through the dark and quiet chamber, not an enemy in sight. After a short while, they came upon a large stained-glass mural. It depicted several alicorns, each bearing a different symbol.

"A tarot motif…" Trixie said in recognition. "I see The Chariot, The Hanged Stallion, The Tower, The High Priestess…"

"Look at The Sun and The Moon" Twilight said, pointing to the indicated alicorn figures. "It's Celestia and Luna! And Cadence, in the position of 'Temperance'! And 'Death'… Mortis… Legends say he is the Alicorn Spirit of Death, who guides the souls of the righteous to Paradise and the souls of the 'gray' to Purgatory… as well as dragging the souls of the wicked to Hell. Of course, he rarely directly guides such souls; usually he leaves that to his thousands of children, the Thestrals, pony-like spirits that can only be seen by the dead or by living ponies who have seen someone die."

"And look at the bottom" Trixie said. "There's The Devil."

"Legends say he rebelled against his siblings and parents," Twilight said, "and because they could not kill him, for he was, like them, immortal, they instead sealed him inside a star."

"Where's the Magician Alicorn?" Trixie asked.

"…I don't know…" Twilight replied. "It looks like that spot is blank… Intentionally so…"

"Look at the two big, featureless ones near the top" Pinkie said.

"They're bearing the symbols of The Hierophant and The World" Trixie said. "Judging by the muzzle shapes of those silhouettes, The Hierophant is a stallion and The World is a mare."

"I remember…" Twilight whispered. "Celestia's story she told me once, when I was a filly… Ouranos and Fauna… The All-Father and All-Mother…"

"Maybe there's some truth to the legends" Amy said. "Maybe the Princesses have some family out there somewhere that they haven't told anyone about…"

Twilight slowly walked up to the mural. Slowly, gently, she reached her left fore-hoof out and touched the empty spot where The Magician would go. In response, something unseen shifted, and a glowing pathway lit up along the floor, leading around the mural and to a large and wide empty spot. There was an ethereal glow, and the planetary nexus revealed itself, a massive circular rune of glowing light.

"Well, that was easy enough" Rouge said.

As if in response to Rouge's comment, a roar resounded through the area. In the center of the chamber, a ball of golden and violet light formed floating above the nexus. It expanded, taking form as a long, serpentine being.

"Never mind" Rouge said sheepishly.

(BOSS MUSIC: _Super Smash Bros. Brawl _– "Boss Theme 1")

The creature that formed was about 30-40 feet long, with four comparatively-small limbs on its long, serpentine body. Its scales were violet and faded gold, and its eyes glowed red. At first the ponies thought they were seeing another of Discord's kind, but the creature's body parts were far too uniform to be that. It soon became apparent they were looking at a twisted, corrupted imitation of an Eastern Dragon made by Nightmare. It roared at them, whorls of yellow flame twisting around its fangs as it did, its antler-like horns crackling with magical energy. Its eyes flashed, and Sonic, Twilight, and Silver found themselves pulled forward by an unknown force, phasing through a barrier that was quickly discovered to not let others through, nor let the trio out.

The dragon let loose a torrent of yellow fire at them, and Silver & Twilight both called up a barrier, hers over his. As the flames hit, they corroded through Twilight's barrier like acid while leaving Silver's strained but intact.

"Acidic fire?-!" Sonic said.

"No" Twilight replied. "Eastern Dragons' flames can eat through magical constructs like magic beams or barriers. Silver's barrier is psychic in nature, not magical, so it's not affected by that property of the fire."

As soon as the flames stopped, the trio moved into action; Twilight fired a barrage of magic fire-arrows while Sonic stunned the beast with an 80-mph punch, leaving it open for Twilight's attack to hit. Bursts of flame chained up and down the dark dragon's length where the fire-arrows hit, scorching the scales and also dealing base magical damage in addition to Fire-based damage. The beast roared in anger, and fired a large sphere of fire at Twilight. Silver leapt in its path, calling up a new variation of his Barrier technique. Instead of simply detonating on contact with the barrier, the fireball bounced off of it, flying right back at the dark dragon. It exploded on impact, concussive force and magical fire assailing the beast and knocking it back.

The dragon, wounded and angry, lifted its head high and roared. In response, several of Nightmare's shadow-demons emerged from the ground, and then rushed the trio. Sonic jumped in first, Homing-Attacking from one shadow-demon to the next, while Twilight blasted others with beams of magic, Silver using those Twi's beams didn't kill as living projectiles against those yet unharmed by the other two. During the course of this, the dark dragon was charging an ever-growing sphere of magical energy floating above its horns, presently twice as big across as Sonic. Twilight spotted this and fired a magic beam at the growing attack, catastrophically destabilizing it and causing it to explode. The dragon roared as the backlash harmed it, its antler-like horns now sporting cracks and fractures.

Sonic and Silver finished off the remaining summoned shadow-demons, and then returned their attention to the main threat, just as it breathed out a jet of multicolored fire at the trio. They broke apart, narrowly dodging the stream of fire (Sonic swore he felt the tips of his quills smolder, it was so close) and keeping in motion, as the dark dragon continued to launch various-colored fireballs at them. Twilight, rather than blocking or dodging, was focusing on telekinetically catching some of the fire from each blast fired at her, keeping it held above her head, swirling in place. Once she got a few separate parcels of fire, she merged the swirling fires together to form a larger one, which she continued to add to with each bit of the dragon's fire she caught. Silver fired Sonic as a telekinetic whirling cannonball, smashing into the side of the dragon's head. This was followed by a Homing Attack from the blue hedgehog that further aggravated and wounded the beast. Sonic stood in place after that, staring down the dragon as it reared up, roared… and took the combined fireball, launched by Twilight, straight down its throat.

The explosion of magical fire wreaked havoc on the dark dragon's insides, fire eating its way out through gaps in its scales and from its nose and mouth. It let out a pained, strangled roar as its nature as a magical construct was eaten away by the magic-dissolving fire now raging unchecked within its body. The beast thrashed helplessly as it was burned away from the inside out. Finally, it collapsed to the ground, twitched a few times, and the parts of it that weren't burnt to ash broke apart into particles of raw darkness.

The barrier faded away, and the rest of the group rushed in, checking on their friends, finding them slightly winded but otherwise okay. With that settled, they headed for the center of the nexus. A pulse of power from the seven Chaos Emeralds hit the nexus, severing Nightmare's connection to it. However, there was an unexpected consequence, as a near-tangible wave of surprised anger hit them.

"**Arrogant mortals!**" Nightmare's voice shouted in their heads. "**You dare defy I, who have ravaged worlds for longer than your species have existed?-! It seems you are too dangerous to allow to continue to traipse about in either of the worlds, so I have no choice but to bring you to my present location: the realm between realms from where I shall release the full might of my power! Come forth, foolish children, to oblivion!**"

Before anyone could react, there was a flash of red and black light. When it faded, the entire group had vanished, pulled into the plane between planes by Nightmare.

**-**_**END CHAPTER**_**-**


	11. Bad Dream

Here's the penultimate (which means "second-to-last", not "last" as many people erroneously believe; THE MORE YOU KNOW!) chapter. After this, all that's left is the Epilogue.

Sorry for the wait; am presently going through (at start of chapter) a (Extended Cut) _Mass Effect 3 _playthrough (chose Synthesis, if you're curious), a _Birth by Sleep _playthrough (started around a third into the chapter, after finishing _ME3_), and another time-consuming project all at the same time.

SEE CHAPTER ONE FOR BASIC DISCLAIMERS

The universes of _Halo _and _Mass Effect _are the properties of _343 Studios _and _Bioware_, respectively. I hold no claim to them and make no money off of their slight inclusion amongst Nightmare's "forms' gallery".

**-**_**CHAPTER START**_**-**

When the group came out of the forced teleport, it tossed them all haphazardly about, leaving many of them sprawled out on the ground and groaning. As they picked themselves up and looked around, they marveled at the bizarre realm they'd found themselves in. The sky was a roiling, shifting thing of reds, blues, purples, silver, and black, rock formations as big as multi-story buildings stretched to the sky in-between stretches of dead, flat ground, and the air was slightly cold.

"So this is a realm that exists between our two realms?" Rouge wondered aloud.

"It's very dark and dreary" Rarity commented.

"So which way do we go?" Tails asked.

"I guess we just… start walking and hope we find something" Twilight replied.

It was as good a plan as any, so they did. The landscape was eerily quiet besides the howling of wind, but everyone kept their senses on high alert regardless. The seven Element-Bearers made double-sure their Harmony Elements were with them and ready. Everyone kept their eyes peeled, on the lookout for anything they could find. It didn't take long before something found _them _instead. Halfway across a flat area, a rather large amount of Nightmare's shadow-demons sprang up from the ground, every one of them eyeing the group like they were prey. Shadow made the first move, a barrage of Homing Attacks that took out nearly a fourth of the attackers. Several bolts of lightning that chained between targets took out many more, courtesy of Trixie. Spike, Cream, and Fluttershy had teamed up, covering each other as they took out anything that got too close. Omega and Sonic collaborated to take out another few handfuls. Within less than two minutes, the enemies were down and out, and the group continued on.

The next half an hour was spent in similar circumstances – quiet walking with occasional bursts of enemy activity. As they advanced, they reached a massive, flat area with occasional spires of rock here & there. Here, they found four stationary pillars of opaque violet energy, each bearing a different symbol. Suddenly, as one, the symbols pulsed. At the same time, a voice came from overhead, from seemingly nowhere.

"_**I do not have time to deal with you lot at the moment**_" Nightmare said. "_**I shall leave you to be disposed of by these avatars of my most powerful previous forms; they only have half as much power as I did when I was them, but that will certainly be enough. Now you shall face the power of Nightmare four times over!**_"

With that, the pillars surged with power, soon forming into four dark figures. The first was an exact copy of Nightmare Moon. The second was a tall, black-armored, human-shaped figure carrying a scimitar-shaped plasma blade and bearing glowing red sigils on his armor – the Nightmare-possessed Forerunner called Nightmare Abyss. The third was a towering, ape-like creature, its fur pitch-black and its fangs lengthened by Nightmare's corruption, wearing black and silver armor and hefting a massive hammer with glowing components in one side of its head and a wicked silver blade on the other – the corrupted Jiralhanae Chieftain, Nightmare Skaltulus. Last and largest was a huge insectoid being with many glowing red eyes and a carapace bristling with dark-energy spikes – the corrupted Rachni Queen, Nightmare Kr'lss.

(BOSS MUSIC: _Kingdom Hearts II _– "Disappear")

"Well, crap" Knuckles succinctly summed up everyone's thoughts.

Nightmare Moon made the first strike, firing a barrage of Darkness-element magical arrows at the heroes. Everyone scattered, the three unicorns' shield spells blocking the few the group didn't dodge, and everyone split into four teams to each focus on one of the Nightmares.

(Sonic, Tails, Knuckles, & Twilight vs. Moon**; **Shadow, Rouge, Omega, Trixie, Applejack, & Spike vs. Kr'lss**; **Silver, Amy, Cream, Fluttershy, & Rarity vs. Abyss**; **Espio, Charmy, Vector, Rainbow Dash, & Pinkie vs. Skaltulus)

Espio threw a few kunai at Nightmare Skaltulus, whose armor-mounted energy shield shimmered as it protected him from harm, the weapons bouncing off. The beast roared, and leapt at the two ponies. Rainbow Dash and Pinkie launched to the side in either direction, and as the hammer cracked down on where they'd been it released a violet pulse of energy, a low-pitched pulse sound, and a gravitic shockwave that utterly pulverized the ground it hit. Not even a notoriously-durable earth pony could survive a direct unprotected hit from that thing, and even a glancing blow could break bones. Espio threw three more kunai, these with explosive tags wrapped around their handles; they exploded, making Skaltulus' energy shield flare as he roared in anger. A high-speed kick from Dash brought his shields down, leaving him open to a series of blows from her & Pinkie. The girls leapt back as the Nightmare got his bearings back and took a swing with the blade end of his hammer, Dash barely avoiding being de-winged.

Nightmare Abyss' crimson blade swung downward, crashing against the Gem Shield that Rarity had conjured, cutting deep into the shield. He then leapt away before he could cut through in order to avoid a hammer swing from Amy. Abyss activated a wrist-mounted blaster and aimed at Cream, only for the shots to be deflected by a psionic barrier cast by Silver, who was standing between Cream and Abyss. Silver then launched his barrier forward like a shockwave, bowling Abyss over. The Nightmare quickly leapt back to his feet, making a short-range teleport to appear above & behind Silver, sword poised… and was bashed away by Fluttershy, who hit hard enough to cause a sorta-small crack in his armor's chestplate. The figure growled and fired a barrage of Darkness-type projectiles at the pegasus, who took to the air, out-flying the homing blasts for long enough to Silver to conjure a barrier between her and them to dissipate them.

Waves of ice spears were conjured and fired by the copy of Nightmare Moon, cutting through the air as they raced toward the four beings arrayed against her. Twilight cast a Fire Shield that rendered the frozen projectiles harmless, and then launched the shield as a solid concussive wave of flame at the facsimile of the corrupted alicorn. NM responded with a shockwave of cold darkness that met Twilight's attack head-on, the two techniques cancelling each other out. Moon was then blindsided by a Homing Attack from Sonic, knocking her off-balance and nearly cracking a rib. She growled and fired a blast of lightning, but Sonic had already moved out of the way before it had left her horn. Knuckles, fired by Tails' Thunder Shoot, came hurtling in, uncurling and lashing out with a lightning-infused punch that sent Moon tumbling back several meters. She caught herself and fired a barrage of Darkness-type magic bolts at him, only for Sonic to dash in and pull Knuckles away at high speed, making the attack miss.

Nightmare Kr'lss paid little mind to the bolts of lightning and blasts of fire from Trixie and Spike, the corrupted and mutated Rachni Queen's thick carapace protecting her from them as easily as it deflected Omega's machinegun rounds. That is, until a green fireball from Spike barely missed one of Kr'lss' eyes; in response, the beast let out a roar and fired a shockwave of dark power at Spike and Omega, the two barely getting out of the way in time. She then gave a burst of surprising speed, her many legs carrying her quickly toward Applejack and Rouge, her body wreathed in Darkness-type energy. Rouge quickly picked Applejack up and flew the both of them out of the way, barely avoiding Kr'lss' charge. Trixie then fired a well-placed lightning blast that hit one of the dark queen's leg joints, where two pieces of carapace/armor met, allowing the electricity to make its way in and surge through Kr'lss' body. The insectoid queen let out an unearthly shrieking roar, which transitioned into an enraged hissing growl once the shocking came to its end. Kr'lss threw her head high and let out a call that sounded like heavily distorted whale-song, her eyes glowing red. In response, several swirling dark portals opened on the ground, and from each of them rose a large insectoid creature. Each one was a black-carapaced, vaguely prawn-looking insectoid with two spike-tipped tentacles and several spikes lining their bodies; it was obvious that whatever they were, they were mutated by Nightmare's power and corruption just like their queen was.

The other three Nightmare Hosts quickly followed Kr'lss' example: three Shadowbolts formed around Moon, Skaltulus called forth a small horde of twisted dark creatures, some hunched and wearing triangular backpacks while others were thin and birdlike with arm-mounted shields, and Abyss summoned several mechanical beings in the form of galloping laser-blaster-headed quadrupeds, floating two-disked support mechs, and bipedal things with arm-mounted blades and directed-energy rifles. All were visibly tainted by Nightmare's power. And as one, they attacked.

Rainbow Dash and Charmy immediately started picking off the shield-carrying birdlike beings, using their speed & agility to get around the shields before the creatures could get them to bear in time. Espio and Pinkie focused on the short, stout ones with packs on their backs, using well-placed kunai and earth-pony strength to start bringing them down. Vector, meanwhile, bull-rushed straight through them, mowing down any minions that got in his way as he charged Skaltulus. He picked up a wounded minion and threw it at the corrupted Brute, smacking Skaltulus in the face and disorienting him. Vector used this opportunity to land a heavy punch that dented the corrupted Brute's chestplate, followed by a series of more heavy blows that culminated in wrenching Skaltulus' gravity hammer out of his hands. He swung, smashing the beast in the side and sending him to the floor. A downward strike then pulverized Skaltulus' head, and his body faded away. However, the minions he summoned did not vanish upon his death, and thus Vector used his new weapon to begin clearing the field.

Fluttershy bucked a corrupted Promethean Watcher so that it smacked into a Promethean Knight hard enough to damage something vital, both machines collapsing to the ground inert. Spears of rock from Rarity shot up from the ground and took out several Crawlers, and Cream focused on any Crawlers that Rarity didn't get, while Silver & Amy focused on Nightmare Abyss. Amy landed a hammer blow on the crack in Abyss' chestplate left by Fluttershy, widening the crack. She then barely dodged a point-blank blaster bolt to the face, flipping out of the way as Silver let loose a telekinetic punch that fractured Abyss' faceplate. Suddenly, the ground beneath and around Abyss rapidly broke apart, sand infused with Rarity's magic flowing upward and toward the corrupted Forerunner. Fluttershy and Cream covered the unicorn as she concentrated, forcing the sand into and through the cracks in Abyss' armor. The Nightmare-Host's movements gradually slowed as the sand filled his armor. Then, Rarity let out a pulse of magic, and the sand compressed with great force, crushing Nightmare Abyss instantly. The sound of bones shattering accompanied a burst of purple mist from the armor's seams and cracks. After a few seconds, the motionless figure toppled over and began to dissolve away. With that accomplished, the group turned their attention to the remaining Promethean Droids.

A well-placed punch from Knuckles shattered the ribcage of a Shadowbolt, destroying the dark construct. Sonic was in the middle of a high-speed duel against another of them. Tails threw a dummy-ring bomb at Nightmare Moon-2, the weapon exploding in her face. Briefly flash-blinded, she snarled and blind-fired a blast of ice magic that Tails easily dodged. Twilight fired six swirling disks of slicing fire; two of them cut down the third Shadowbolt, while the other four flew at Moon, who only managed to dodge one of them, the other three cutting/burning into her wing, side, and rear legs. Her eyesight now regained, she fired another barrage of Darkness-type magic projectiles, focusing fire on Twilight and Sonic. Twilight used her Harmony Element to cast a brief-lasting shield-dome of Light-type magic, while Sonic used the opportunity to lure the Shadowbolt he was fighting into the attacks, which destroyed the being. Then, in a blur of blue, Sonic appeared right in front of Nightmare Moon-2… with two charged Chaos Emeralds inches from her face. In a flash of two-colored light, a double charged burst blew the alicorn construct's head off, the body dissipating into Darkness particles as it fell.

Corrupted Rachni Soldiers screeched as they were cut down by Spike's fireballs, Omega's flamethrowers, and Rouge's carapace-shattering kicks. Meanwhile, Shadow, Trixie, and Applejack focused on Nightmare Kr'lss. Another Homing Attack smacked into the corrupted Queen's head, disorienting and angering the creature. Applejack landed a crushing double-kick to one of the Queen's many legs, taking it out of commission. In response, another leg came within inches of spearing through AJ from above, the farmgirl narrowly avoiding impalement. A burst of lightning from Trixie took out one of Kr'lss' smaller eyes, causing her to shriek in rage. And then Vector came in from out of nowhere, having finished off the last of Skaltulus' minions, and struck with his new gravity hammer at a spot on the corrupted Rachni Queen's upper back, fracturing the thick armored carapace there. Applejack then jumped and ran up the massive creature's sides and back, jumping up and coming down hard with a gravity-assisted, earth-pony-strength stomp that broke off a portion of the natural armor. Finally, Omega got through the corrupted soldiers holding him back, jetted up, and fired three missiles directly into the new weak point. The resulting explosion tore Kr'lss open, scattering burning bug bits in every direction. The mighty beast collapsed to the ground, going still, and soon faded away. Without their Queen's direction, her soldiers went still and toppled over.

As the dust settled and everyone caught their breath, they congregated together and tended to each other's (light) wounds; Vector was quite happy to discover that his new weapon did not disappear. Within less than a minute, however, the ground began to shake. A booming voice echoed across the land:

"_**THE TIME HAS COME FOR MY ASCENSION.**_"

In the distance, a massive figure could be seen rising up into the sky. It was black, with midnight-blue claws on its four hands, violet membranes on its six wings, a silver glow to the five horns on its head and to the spikes lining its long, thick tail, and the red glow of its four eyes could be seen even from here. This was Nightmare's corporeal, full-power "complete" form, achieved by feeding off the mana from the two worlds. It let out a deep roar that made the sky and ground tremble, its mere presence disrupting reality. Nightmare ascended high into the sky, not deigning to even notice the tiny things staring up at it with awe and fear.

"Now what do we do…?" Vector muttered.

"That thing makes Discord look like a pushover" Spike said fearfully.

Their attention was drawn to a multicolored glow nearby. Sonic, Shadow, and Silver stood in a small circle, eyes closed in focus as the seven Chaos Emeralds slowly orbited them. Standing in a circle around them were the seven Element-Bearers, their eyes closed as well as their Elements glowed in tandem with the Emeralds. The glow from the fourteen magical artifacts increased as the Emeralds' orbit speed increased. As they reached their zenith, the 10 opened their eyes, which were glowing white. Then, in a near-blinding flash, their fur turned golden, and the irises of their eyes became a warm, piercing crimson. From the backs of Twilight, Trixie, Rarity, AJ, & Pinkie, four golden, feathery wings sprouted; Dash and Fluttershy each got a second pair of wings. The three hedgehogs floated around a foot off the ground.

"T-Ten Chaos Emerald Super Modes…" Charmy gasped.

"Alright, guys…" Sonic said, his voice low, even-toned, and deadly serious, but also confident. "Let's go save the worlds."

One by one, in rapid succession, the 10 took off, soaring up into the sky at speed. Espio, Charmy, Vector, Spike, Rouge, Omega, Knuckles, Tails, Amy, and Cream stared up in wonder, knowing that all they could do now was hope and pray.

(FINAL BOSS MUSIC: _Sonic 2006 _– "Solaris Phase 2")

Before long, Nightmare came into view. Shadow announced the group's presence with a charged Chaos Spear that smashed into the abomination's right side. Nightmare let out a growl as he looked down and spotted the 10 golden figures flying toward him.

"_**DO YOU MORTALS HONESTLY THINK THE BOOST THOSE ARTIFACTS GIVE YOU WILL BE ENOUGH?**_"

The group said nothing in reply as they leveled off at Nightmare's altitude, floating/flying a few hundred feet from him. Nightmare fired a wave of large Darkness projectiles… only for Twilight to cast a hypercharged shield-spell that easily deflected them. Trixie and Rainbow Dash each unleashed a huge bolt of lightning-type magic at Nightmare, both of them striking dead-on. Nightmare, caught by surprise by how much power these little beings now wielded, let out an angry roar as the supercharged lightning scorched his armored hide. He was angry at these insects for harming him, and angry at himself for underestimating them and the power the Emeralds and the Elements gave them.

A purple light heralded a massive beam of energy fired by Nightmare at the group, who scattered to avoid it. Sonic, AJ, and Dash rushed in, ramming themselves into Nightmare with auras flaring, and then falling back to avoid his retaliatory swing, the daemon having lost one of his horns to Dash's hit. Nightmare fired a bolt of black lightning at Pinkie, only for Silver to intercept it with a psionic shield, which then shattered into a fusillade of slicing energy blades that flew at Nightmare, most bouncing off his armored hide but a few cutting into joints or the membranes of his wings. Rarity struck next, a beam of raw offensive magic that she "swung" downward, burning a line down Nightmare's lower body and then severing one of the spikes halfway down his tail. Nightmare lunged/flew forward with surprising speed, claw raised to swat Rarity like a fly, only for Fluttershy to dash in and pull her out of the way.

A transonic-speed punch to the face from Sonic rocked Nightmare's huge head to the side, and a super-strength flying double-kick from Applejack impacted mid-back, near the base of the daemon's wings. The blows left proportionately-small cracks in Nightmare's natural armor, black light spilling forth from them. His eyes flashed red, accompanying a roar of fury and an omni-directional pulse of dark power that knocked the close-in fighters away from him. He then unleashed a sweeping stream of dark purple fire, which was countered and cancelled out by a stream of glowing white fire from Twilight. Silver fired a huge "cannonball" of compressed telekinetic force, his Super Form giving him enough power to launch the thing at Mach 1.2. With an accompanying sonic boom, the psionic projectile smashed into Nightmare's chest area, knocking the titanic beast backward and damaging the 'armor' there.

"_**I HAVE LIVED LONGER THAN YOUR SPECIES HAVE EXISTED! AND YET YOU INSECTS WITH NO MORE THAN TWO DECADES TO YOUR NAMES DARE TO THINK YOURSELVES SUPERIOR?-! YOU ARE NOTHING BEFORE MY POWER, MY EXPERIENCE!**_"

"Didn't you know?" Silver shouted back. "It's the nature of things for the old to make way for the new!"

Pinkie somehow formed a huge ethereal cannon, pointed at Nightmare. It fired, a shell of hyper-compressed wind racing out and exploding against Nightmare's lower body, damaging his tail. A Super Homing Attack from Shadow then struck the base joint of Nightmare's secondary left arm, the force nearly tearing the limb off. A sword/spear made of blazing fire, courtesy of Twilight, flew in and finished the job, severing the appendage. Nightmare roared in pain and rage, and fired a crimson laser-beam based off that of the huge squid-shaped mechanoid he'd faced off against 150,000 years ago. The beam cut through the air, and Rainbow Dash narrowly avoided being incinerated by it. In response, Fluttershy flew at Nightmare with great speed, using the agility her new second pair of wings gave her to deftly dodge Nightmare's next shot. She got in close and struck at his neck, the strike forcing him to cut off his attack as his remaining secondary arm reached up to protect his throat while the two primary arms tried to swat Fluttershy out of the sky, to no avail.

It was then that something new formed overhead: a huge eastern-dragon made of lightning. Trixie swung her head down, the glow of her horn intensifying as the lightning dragon dove at Nightmare. The daemon's form seized as bolts of lightning cascaded across his body… and several seconds later he released his own torrent of black lightning at the group, with Silver & Twilight's combined shield barely withstanding the attack. As soon as it was done, Rarity fired a barrage of ice spears… ice spears that exploded on contact, as Nightmare found out when he took a swing at some. They tore into his wing membranes and his primary arms, damaging him further. Then Shadow finished charging his own attack: two Chaos Spears which he launched in quick succession. One impacted the center of Nightmare's chest, further damaging the armor/hide there; the other hit him in the head, blowing off three of his horns and taking out two of his four eyes.

"_**I AM ETERNAL! I AM CORRUPTION INCARNATE!-! I AM THE DARKNESS IN WHICH ALL LIGHT DIES!-!**_"

"The lights of our hearts will _never _be extinguished" Shadow replied. "Others have failed to do so before, and you will not succeed now!"

A huge ball of white fire from Twilight surged toward Nightmare, only for him to cancel it out with an equal-sized dark-purple fireball. Before the smoke had even cleared, Applejack and Sonic rushed in, dealing a double super-tackle that damaged Nightmare's primary left arm and punched a meter-wide hole through the membrane of one of his wings. Pinkie came in low, her own attack actually blasting off the tip of Nightmare's tail, eliciting yet another pained roar of fury. Rarity fired a barrage of large magical projectiles, and when Nightmare crossed his arms to block them they flew over, under, and around the defense and smashed directly into the daemon's front and sides. Nightmare's crimson beam lanced out again, and Silver brought up a maximum-strength psionic shield that just barely managed to protect him and Trixie.

Another fireball from Twilight managed to connect, the white flames searing and scorching Nightmare's armored hide. Two well-aimed Chaos Spears from Shadow badly damaged the daemon's secondary wings, and twin supersonic blows from Dash & Fluttershy severed his remaining secondary arm. A wave of magical projectiles from Trixie curved around and struck the upper back all at one spot, widening the crack left by Applejack's earlier blow. Shadow blitzed in with a supercharged uppercut that rocked Nightmare's head back, and a follow-up blow by Applejack broke off another of his head-horns. Finally, a combined magical attack by Twilight, Rarity, and Silver raced out and impacted head-on, an explosion obscuring Nightmare from sight.

Then the smoke faded, Nightmare hovered in place, badly damaged.

"_**I… AM THE ETERNAL SHADOW… THE BEING WHO BROUGHT GALAXY-SPANNING CIVILIZATIONS TO THEIR KNEES. I AM HE TO WHOM ALL OTHER LIVING BEINGS ARE PLAYTHINGS! TRILLIONS HAVE FALLEN BEFORE ME!**_"

"It's all in your name, Nightmare" Sonic said, as the other nine began pouring their power into him. "You're a bad dream that haunts the lives of the galaxy. But the thing about bad dreams is that they don't last forever. They always reach an end. Now…"

With a sonic boom, he charged, his entire body glowing, his first held out in front.

"…It's time for the worlds to _wake up!-!-!_"

There was a burst of light as Sonic impacted Nightmare, entering through the damaged armor on the front and bursting through the crack on the other side. Nightmare roared as his body twisted and seized, beams of light punching through him from within, one by one. Seconds later, there was a blinding burst of light that burned away the darkness once and for all. After over 200,000 years of terrorizing countless civilizations, Nightmare was no more.

Everyone shielded their eyes as the wave of light expanded outward, enveloping everything and everyone, enveloping the entirety of the realm between realms.

**-**_**CHAPTER END**_**-**

Now all that's left is the final chapter. HOPEFULLY it won't take too long; no promises, though.


	12. Epilogue

This is it. I've enjoyed making this story for you guys (and for myself).

SEE CHAPTER ONE FOR DISCLAIMERS

**-**_**CHAPTER START**_**-**

The sphere of light encompassing the entire planet rapidly shrunk down; in its wake, everything had been repaired, and those killed by Nightmare's forces of the hazards of the dimensional distortion found themselves resurrected. On the planet where Sonic and his group had come from, the exact same thing played out. But though damage was fixed and people revived, everybody remembered what had happened. And everyone knew who had saved them all.

On Equestria, the sphere of light shrunk into nothingness just outside Ponyville, depositing many unconscious figures. Within a minute, they all regained consciousness. Rainbow Dash was a little upset that her second pair of wings went away when her Super Form did, and Pinkie was similarly moping about no longer being able to fly. But the elation at having taken down a daemon lord and saved two worlds from devastation more than made up for it. After sorting themselves out and waking themselves up, the group got up and headed for town. No sooner had they reached the town square than a near-deafening cheer rang out from the waiting crowd (Fluttershy hit behind Vector, but didn't run away, surprisingly). The three princesses were there, as was Twilight's family, Shining Armor decked out in freshly-polished Guard Captain armor and sticking close to Cadence. The Crusaders all but tackled their respective sister-figures, while Velvet Sparkle hugged her daughter so hard that it was a little hard for Twilight to breathe.

After Celestia personally congratulated and honored the group for their heroism in saving both this world and the neighboring one, it didn't take long for Pinkie to set in motion "the biggest party in Ponyville history".

Three days later, everyone gathered in the basement of Twilight's house/library. Celestia and Tails stood in one corner, everyone else watching them as Tails finished fine-tuning an impressive-looking magitech device.

"Got it!" he said. "It's all finished. All it needs now is a little of your power, Your Majesty."

Celestia nodded and touched her horn to the large machine. A spark of golden light flowed from her horn into the machine, and the device sprang to life, a glowing portal spiraling into life in the center.

"This portal is linked to the one in Tails' workshop" Celestia explained. "With the two, you all can go to & from one world and the other whenever you wish. Furthermore, Nightmare's death has somehow stabilized the flow of time, making it flow at an equal rate between the worlds rather than a week in this realm equaling two days in the other one."

Everyone looked quite excited at this, praising Tails for his ingenuity and thanking Celestia for being the power source.

"We'd better get moving" Sonic said. "Who knows when Eggman might try something? Plus, there's that 'Dark Gaia' that Princess Luna mentioned; I'd better be prepared for that one, too. You guys wanna come visit our world for, like, a day or so? We can show you around!"

The ponies (and Spike) enthusiastically agreed to.

"Just be sure not to be gone too long, Twilight" Celestia said with a grin. "Remember, you're the maid-of-honor for Cadence & your brother's wedding in a week."

"Of course, Princess" the purple unicorn replied. "We'll probably be there for only about three days at most. Ready, everyone?"

With that, the entire group filed one by one through the portal, the ponies & dragon to explore a new world, and Sonic & crew to finally go home.

**-**_**STORY END**_**-**


End file.
